Class I Railroad Annual Report€¦ · Totals for amnunts rqiorted ra subsidiary accounts bduded in...

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A C A A - R l

Class I Railroad Annual Report

Correct name and address if different tlian shown

Norfolk Southern Combined Railroad Subsidiaries

Three Commercial Place Norfolk, VA 23510-2191

Full name and address of reporting carrier (Use mailing label on original, copy in full on duplicate)

To The Surface Transportation Board

For the Year Ending December 31,2009

NOTICE 1. This Tepoit is lequired for eveiy class I lallFoad operalipg wifiiia the United States. Tluee-eopfes of iius Anmul Report sbould be convicted. Two ofthe copies most be Sled with tint Sw&ce TranspoitatioD Boaid, Office of Economics, EnviTOinDentBl Analysis, and AdnmistratioQ, The Mercmy BnSdipg, 1925 K St. N.W., Suite 500, Washingtan, DC 20423, by March 31 ofthe year followii^ that for which the rqiort is toade. One copy should be Ktaiaed by fbe cairier.

2. Eveiy ioquiiy must be definitely answered. ^Wbere dw word "none" tnily and oon^letely states the fact, it sfaonld be given as tte answer. If any inquiiy is inappb'cable, the words "sot applicable" sbould be used.

3. Wherever the space provided in the schedules in insu£5cient to pennit a fiiU and conÎete statement cf tiie requested infoimation, inserts should be prepared and appropriate^ identified by the monbcr ofthe schedule.

4. AU entnes should be made in a pennanent black ink or typed. Those of a contiaiy dutracier must be indicated in parenfiiesis. Items of an unusual character most be indicated by qjpropriate syoibob and ejqilamed in footooles.

5. Money itemsi, except averages, ftronghout -die annual npoit fonn should be shown in tiiousands of doDais 8(yustGd to accord wifii footiiigs. Totals for amnunts rqiorted ra subsidiary accounts bduded in siqiportiiig schedules must be in agreement with related primary accoimts. For puiposes of rounding, amounts ofSSOO but less than Sl ,000 should be raised to die nearest Aousand doDars, and amounta of less ftan $500 sbould be lowered.

6. Except vAen the context clearly indicates some other meaping, the following tenns when used ia this Form have die following meaaingB:

(a) Board means Surface Tiiuuportatum Board. (b} Respondent means the person or coiporation in MAose behaÂe report b made. (c) Year means Aeyear ended December 31 for which the report is being made, (tS) Close ofthe Year means the close of business on December 3J for Aeyear in which the repvt is b e i ^

made. If the report is made for a shorter period dun one year, it means the dose of Ae period covered by the rgiort (e) fiînnii^ ofthe Year means Ae beginning of busmess on January I tÂe yearforwhich the retort is

bang made. It fbe report is made for a shorter period than one year; it means the bef^ning of Aat period. (f) Preceding Year means Aeyear ended December 3 J ofthe year preceding Aeyear for vîch Ae repmt

is made. (g) The Umfoim System of Accounb for Railroad Companies means Ae system ofoxmmts in Part 1201 ef

TUle 49, Code of Federal Regulations, as amended.

7. Tbe ICC Teiminatiott A d of 1995 aboUshed the Interstate Commerce Commission and rq>laced it with die Sur&cc Ttansportab'oa Board. Any references to the Interstate Commerce Commission or Commission contained in dusr^xirt refer to die Sui&ceThuiôrtation Board.

8. Any references to die Bureau of Accounts or fhe OfBce of Economics contained in fhis report refer to fbe Office of Economics; Environmental Analysis, and Admimstration ofthe Surface Transpoitation Board.

9. NOTE - An additional line has been added to Schedule 755 (line 134) effective with fhe 2004 R-l. Also oote diat the instructions fbr completion ofSchedule 755 now have two additional items (Listiuctions U and V).

10. NOTE - The columns in Schedule 710-Distiibution of Locomotive Units In Service of Respondent At Gose Of Year, Disregarding Year Of Rebuilding have been revised to reflect new five year perioib.

4

11. NOTE - The following supplemeatal information about STB infonmatioa collections is provided in compliance widi OMB requirements and pursuant to the Paperwork Reduction Act of 1995,44 V S J C . 3501etsâ.:

Supplemental Infonnation about the Annual Report (R-l)

This infonnation collection is mandatoiy pursuant to 49 U.S.C. 11145.

Tbe estimated hour burden for filing diis report is less dian 800 hours.

Infonnation in die Annual Reports is used to momtor and assess railroad industiy growdi^ financial stability, tra£Bc, and operations and to identify industry changes that may affect national transportation policy. In addition, die Board uses data fitim diese reports to more effectively cany out regulatory responsibilities, such as acting on raihoad requests for authority to engage in Board regulated financial traii8actions'(for example, mergers, acquisitions of control, consolidations, and abandoimients); conducting invest^ations and rulemaldngs; conducting raO revenue adequacy proceedings; developmg rail cost adjustment factors; and developing die URCS, which is a cost measurement mediodology. URCS was developed by die Board pursuant to 49 U.S.C 11161 and is used as a tool in raS nte procee^gs to calculate die variable costs associated widi providing a particular service m accordance with 49 U.S.C. 10707(d). The Board also uses URCS fo analyze the mformation that it obtains through the annual raihoad industiy waybill sanqile, see 49 CFR 1244, and in railroad abandooment proceedings to measure ofi-branch costs, pursuant to 49 U.S.C. 10904(a) and m accordance widi 49 CFR 1152 J2(n).

The infonnation in dus rqport is ordinarOy maintained by the agency in hard copy for 10 years, after which it is transferred to fhe National Archives, where it is maintained as a pemianent lecoid. Ibese reports are also maintained by die agency indefinitely on microfiche, la addition, some of this infoimation is posted on fhe Board's website^ www.5tb.doteov. where it may remain indefinitely. All infoimation collected dirongh fhis rqjoit is available to the public.

The OMB control number for this collection is 2140-0009. The display of a cnirendy valid OMB control number is required by law.

Supplemental Infonnation about fhe Quarterly Condensed Balance Sheet (CBS)

Tbis infonnation collection is mandatoiy under 49 CFR 1243.2.

The estimated hour burden for filing diis report is six hours per report

Hie Board uses die infonnation in fhis report to ensure competitive, efficient and safe transportation through general oversight programs diat monitar and forecast the financial and operating condition of railroads, and through specific regulation of railroad-iate and service issues and rail-iestnicturing proposals, including raihoad mergeis, consolidations, acquisitions of control, and abandonments. Information fiom die rqpoits is used by die Board, other Federal agencies, and industry groups, including fhe Association of Americaia Railroads, to assess mdusfiy gmwfh and operations, detect changes in cairiet' financial stabili^, and identify trends that may afiect the national transportation system.

Infonnation fiom these reports is compiled by die Board and published on its website.www.stb.dotjiov. v/bae it may be maintamed indefinitely. The compilation report is entidedClass I Railroads. Selected Earnings Data. In addition, paper copies of individual reports are maintained by the Board for ten years, after which tbey are destroyed. All information coHected dirough this rqiort is available to the public.

The display of a currentiy vaUd OMB control number for diis collection is reqmied by law.

Supplemental Information about tbe Quarterly Report of Revenues, Expenses, and Income (Form RE&I)

This infoimation collection is mandatoiy pursuant to 49 U.S.C. 11164 and 49 CFR 1243.1.

The estimated hour burden for filing diis report is six hours per report.

http://www.5tb.doteov

http://www.stb.dotjiov

Tbe Board uses the {nformation in this report to ensure conipetitive, efficient and safe tnmsportatioD through general oversight programs diat monitor and forecast the financial and qpenting condition of ' railroad^ and dirough regulation of railroad rate and service issues and rail restiiicturing proposals, including railroad mergers, consolidations, acipdsitions of control and abaiodtmnients. £afonnatioo from the reports is used by tbe Board, other Federal agencies and industiy groups to monitor and assess industry growth and operations, detect changes in cairier financial stabilify, and identify trends that may affect die national transportation system. Individual and aggregate earner Infonnatioa is needed in our decision making process.

Information from these reports is compOed by die Board and published on its website.www.stb.dotByY. where it may be maintained indefmitely. Tbe compilation rqxMt is entifledClass I Railroads. Selected Eaniines Data. In addition, paper ct^tes of individual reports are maintained by dw Board for ten years, after which they are destroyed. AA hifonnati<» collected dsongh diis report is available to the public

The display of a currently valid OMB control number for diis collection is required by law.

Supplemental Information about the Report of Raflroad Employees, Service^ and Compensntfon (Wage Forms A &B)

This fnfonnation collection is mandatory pursuant to 49 U.S.C. 11145 and 49 CFR 1245 J!.

The estimated hour burden for filiiatg this report is 30 hours per quarterly report and 40 houis per aimual report.

The Board uses infonnation m dm report to forecast labor costs and measure the efficiency of die reporting railroads. The information is also used by the Board to evaluate proposed regulated transactions dut may impact n i l enqiloyees. These transactions include mergers and consolidations, acquisitions of control, purchases, and abandonments. Odier Federal agencies and industiy groups, iachiding die Railroad Retirement Board, die Bureau of Labor Statistics, and die Association of American Railroads, depend on fhe infonnation contained in dK reports to monitor railroad operations.

Certain information firom tbe reports ia con^Ded and published on die Board's website.wwwjtb.dof.^ov. where it may be maintamed indefinitely. In addition, paper copies of individual reports are maintained by the Board for ten years, after which diey arc destroyed. All infoimalioa collected dirougb fhis report is available to the public.

Tbe OMB control number for this collection is 214O.00O4. The display of a currendy valid OMB control number is required by law.

Supplemental Information about tbe Monthly Report of Number of Employees of Class I Railroads (Wage FormC)

This infoimation collection is mandatoiy pursuant to 49 U.S.C. 11145 and 49 CFR 1246.1.

The estimated hour burden for filing this report is 1.25 hours per mondily repoit

The Board uses mfomtation iia this report to forecast labor costs and measure die efficiency ofthe reportit^ railroads. Tbe information is also used by die Board to evahiate proposed regulated transactions diat may inqiact nil employees, induding mergeis and consolidations, ecquisitiaiis of confaol, purchases, and abaodomnents. Other Federal agencies and industry groups, including the Railroad Retirement Botod, tbe Bureau of Labor Statistics, and the Association of American Railroads, depend on the infonnation contained in die reports to monitorfailroad operations.

http://www.stb.dotByY

Tbe information hi diis report is compiled and published on die Board's website.wwwjtb.dotgiiv. where it may be maintained mdefinitely. In addition, paper copies of individual reports are maintamed by die Board for ten yean, after which they are destroyed. All infonnation collected dirough this report is available to die public.

Tbe OMB control number for diis collecti'on is 2140-0007. The display of a cunentiy valid OMB control number is requked by law.

Supplemental Information about the Annual Report of Cars Loaded and Cars Terminated (Form STB-54)

This infonnation collection is mandatory pursuant to 49 U.S.C. 11162 and 49 CFR 1247.

Tbe estimated hour burden for filing this report is four hours per rqiort.

The Board uses information m diis rqiort to forecast labor costs and measure die efficiency ofthe npoitmg niboads. Information in this report is entered into the Board's URCS. In addition, many odier Federal agencies and industry groups, including die Department ofTransportation and the Association of American Railroads (AAR), dqpend on Form S113-54 for information regarding die number of cars loaded and terminated on the rqiortmg earner's line.

All information collected through diis report is available to the public. Pqier copies of individual rqiorts are mainteined by the Board for ten yeais, after which they are destroyed.

The OMB control number for this collection is 2140-0011. The display of a cuircnUy valid OMB control number is required by law.

Supplemental Information about the Quarterly Rqiort of Freight Commodity Statistics (Form QCS)

This information collection is mandatoiy pmsuant to 49 U.S.C. 11145 and 49 CFR 1248.

Tbe estunated hour burden for filing this report is 217 hours per report

Infonnation in this rqiort is entered into fhe Board's URCS.

All infonnation coOected through this report is avaOable to die public. Paper copies of individual reporte are mainteined by the Board for ten years, alter which fhey are destroyed.

Tbe OMB control number for diis collection is 2140-0001. The display of a currently valid OMB control nuniber is required by law.

For Index, See Back of Form

Road Inrtiais: NS Rail Year: 2009

ANNUAL REPORT

OF

NORFOLK SOUTHERN COMBINED RAILROAD SUBSIDIARIES

("NS RAIL")

TO THE

Surface Transporation Board

FOR THE

YEAR ENDED DECEMBER 31, 2009

Name, official title, telephone number, and oHioe address of officer in charge of correspondence with the Board regarding this report:

(Name) C. H. "Jake" Allison, Jr. (Title) Vice President and Controller

(Telephone number) (757) 629-2765 (Area Code)

(Office address) Three Commercial Race. Norfolk, VA 23510-2191 (Street and number, city, state, and ZIP code)

Railroad Annual Report R-1

(This page intentionally left blank)

Road Initials: NSRail Year: 2009 TABLE OF CONTENTS

Schedule Page

Identi^ of Respondent B 2

ComparativeStatanentof Financial Position 200 5

Retained Eamings 220 19

Statement of Cash Flows 240 21

Investments and Advances - Affiliated Companies 310 26

Road Property and Equipment and Improvements to Leased Property and Equipment 330 32

Accumulated Depreciation - Road and Equipment Owned and Used 335 3S

Depreciation Base and Rates - Improvements to Road and Equipment Leased from Others 340 37 ^ ? ^ j ^ ? i . ^ . : - ^ B ^ ^ - ^ , ^

Depreciation Base and Rates - Road and Equipment Leased to Others 350 40

Investment in Railroad Prcêrty Used in Transportation Service (By Company) 3S2A 42

Railway Operating Expenses 410 45

414 53 ,• ... , ,.5. ; ,-; -.,-.-..-4|5;v-V--^. •-•

415 57A

417 60 • v' - J't'.. A . \ ' ' ; : ' | 4 i ^ \ : " j ^ .

450 63

501 66 ..;:=".î.;;^/,;,.'..,-:-^.-.^f.iS?

510 69

Rent for Interchanged Freight Train Cars and Other Freight Carrying-Equipment

Supporting Schedule - Improvements to Equipment Leased from Others

Specialized Service Subschedule - Transportation

Analysis of Taxes B U ^ jM^j tOJ^ iUi^ l^ (ttfl

Guaranties and Suretyships

•-••.. *' ' :-.;:^/,^V

Separation of Debtholdings Between Road Property and Equipment

I r ' . - r•:*•..=:*;•

^si®SSftafl:J;!iWg»:^-^-^.-^^r'^^'^^ .'• :'^^^r:^.%K:'-%;';^îiv^^^^ /• Mileage Operated at Close of Year

Track and Traffic Conditions

700 74 (?^-r •••• \S:';<-i-'''J^:^:i^'3'-kk^ " IS^ i-iir . ^ - i

710 78

720 85

Ties Laid in Additional Tracks and in New Lines and Extensions 722 87

Rails Laid in Additional Tracks and in New Lines and Extensions 724 89

Summaiy of Track Replacements 726 91 ®i9:t; Railroad Operating Statistics 755 94

Memoranda 99

Railroad Annual Report R-l

Road Initials: NS Rail Year: 2009

SPECIAL NOTICE

Docket No. 38559, Railroad Classification Index, (ICC served January 20,1983), modified the reporting

requirements for Class II, Class III, and Switching and Tenninal Companies. These carriers will notify the Board

only if the calculation results in a different revenue level than its current classification.

The dark borders on the schedules represent data that are captured by the Board.

It is estimated that an average of 800 burden hours per response are required to complete this collection of

information. This estimate includes time for reviewing instructions, searching existing data sources, gathering and

maintaining the data needed, and completing and reviewing the collection of information. Comments conceming the

accuracy of this burden estimate or suggestions for reducing this burden should be directed to the Office of the

Secretary, Surface Transportation Board.


Road Initials: NS Rail Year 2009

A SCHEDULES OMITTED BY RESPONDENT

1. The Respondent, at its option, may omit pages from this report provkled there is nothing to report or the schedules are not applicable.

2. Show the pages excluded, as well as the schedule number and title, in the space provided below. 3. If no schedules were omitted indicate 'NONE."

Schedule No. Title

NONE



B. IDENTITY OF RESPONDENT

Answers to the questions asked should be made in full, without reference to data retumed on the corresponding page of previous reports. In case any changes of the nature refened to under inquiry 4 on this page have taken place during the year covered by this report, they should be explained in full detail.

1 Give in full the exact name of the respondent. Use the words "The* and 'Company* only when they are parts of the corporate name. Be careful to distinguish between railroad and railway. The corporate name should be given uniformly throughout the raport, notably on the cover, on the title page, and in the "Verification.* If the report is made by receivers, trustees, a committee of bondholders, or individuals othenvise in possession ofthe property, state names and facts with precision. If the report is for a consolidated group, pursuant to Special Pemiission from the Board, indicate such fact on line 1 bek)w and list the consolidated group on page 4.

2 If incorporated under a special charter, give date of passage of the act; if a reorganization has been effected, give date of reorganization. If a receivership or other trust, give also date when such receivership or other possession began. If a partnership, give date of formation and also names in full of present partners.

3 State the occasion for the reorganization, whether by reason of foreclosure of mortgage or othenvise, according to the fact. Give date of organization of original corporation and refer to laws under which organized.

1 Exact name of common canier making this report Norfolk Southem Combined Railroad Subsidiaries* (NS Rail) is comprised principally of Norfolk Southem Railway Consolidated.

Date of incorporation Railway Company.

Norfolk Southem Railway Company was incorporated June 1B, 1894, under the name Southem

3 Under laws of what Govemment, State, or Territory organized? If more than one, name all. If in bankruptcy, give court of jurisdictk>n and dates of beginning of receivership and of appointment of receivers or trustees Norfolk Southern Railway Company - Organized under and by virtue of an act of Assembly of the State of Virginia, approved February 20,1894.

4 If the respondent was reorganized during the year, involved in a consolidation or merger, or conducted its business under a different name, give full particulars - On June 1,1982, Southem Railway Company (SR) and Norfolk and Westem Railway Company (NW) became subsidianes of Norfolk Southem Corporation (NS), a transportation holding company incorporated in Virginia. Effective December 31,1990, NS translerred all the common stock of NW to SR, and SR's name was changed to Noriolk Southern Railway Company (NSR). Effective September 1,1998, NW was merged with and into NSR. In August 1998, the STB's decision approving the joint application of NS, NSR and other parties to control Conrail (whfch owns Consolidated Rail Corporation) became final. NSR and CSX Transportation began operating their respective portions of Conrad's routes and assets on June 1,1999. See also note 10 to Schedule 200 on page 10.

See note on page 4 "Principles of Combined Reporting."

STOCKHOLDERS REPORTS

5 The respondent is required to send the office of Economic and Environmental Analysis, immediately upon preparation, two copies of its latest annual report to stockholders. Check appropriate box:

I |TWO copies are attached to this report.

I |TWO copies will be submitted

[ X I N O annual report to stockholders is prepared. Not applicable fbr "Norfolk Southem Combined Railroad Subsidiaries." Enclosed with this Report Form R-1 are copies of Annual Reports on Form 10-K for year ended December 31, 2009, filed with the Secunties and Exchange Commission by Norfolk Southem Corporation.

fUiilroad Annual Report R-1

Road Initials: NS Rail Year: 200S

1.

2. 3. 4.

6.

6.

7.

8. 9.

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 IS 18 17 18 19 20 21 22 23 24 25 26 27 28 29 30

C. VOTING POWERS AND ELECTIONS State the par value of each share of slock: Common, $ No Par per share; first preferred, S per share; second preferred S oer share: debenture slock. S oer share. Slate whether or not each share of slock has the right to one vote: If not, give full particulars In a footnote. Ye9 Are voting rights proportional to hoklings? Yes If no, state In a footnote the relation between holdings and corresponding voting rights. Are voting rights attached to any secunties other than slock? tjg . If so, name in a footnote each security, other than stock, to which voting rights are attached (as of the dose of the year), and state in detail Ihe relation between hoMlngs and corresponding voting rights, stating whether voting rights are actual or contingent, and if contingent, showing the contingency. Has any class or issue of securities any specal privileges n the electton of directors, trustees, or managers, or in the detennnktation of corporate actkMi by any mettiod? Np If so, describe fully In a footnote each such dass or Issue and give a succinct stetement showing cleariy the character snd extent of such privileges.

Give the date of the latest ctosing of the stock book prior to the actual filing of this report and stete the purpose of such closing. Stock Books Do Not Ctose

State the lotel voting power of all security hohjers of the respondent at We date of such closir^, if within one year of the date of such filing; If not. stete as of the close ofthe year. NSR 16,668,997 votes as of December 31, 2009.

(date) StatethetotelnumberofstockhoMersofrecoid, as of the date shown in answer to inquiry No. 7. One stockhoMer. Give the names of the thirty security hokjers of the respondent who, at the date of the latest ckising of the stock book or compllatkm of the list of stockhoUers of Ihe respondent (if within 1 year prior to the actual filing of this report), had the highest voting powers in the respondent, showing for each, his address, the number of votes he would have had a right to cast on Ihat date had a meetng then been in order, and the classification of the number of votes to which he was enlitled, with respect to securities heM by him, such securities being classified as common slock, second prsfarred stock, first preferred stock, and other securities, stating in a footnote the names of such other securities (if any). If any such hokler hekl in trust, give (in a footnote) the particiJars of the trust. In the case of voting trust agreement give as supplemental inlbmiatkin the names and addresses of Ihe thirty largest holders of the voting bust certificates and the amount of their kidlvidual holdings. If the stock book was not closed or the list of stockholders compiled within such year, show such tiiity seorlty holders as of the ckise of Ihe year.

Name of Security Holder

Norfolk Southem Railway: Norfolk Southem Corp.

Address of Seeunty Holder

Noriblk. VA

Number of votes towhteh

security holder was entitled

16,668.997

NUMBER OF VOTES. CLASSIFIED WITH RESPECT TO SECURrriES ON

WHICH BASED Stock

Common

16,668.997

PREFERRED Second First

3

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30


Road Initiais: NS Rail Year: 2009 C. VOTING POWERS AND ELECTIONS - Continued

10. State the total number of votes cast at the latest general meeting for the election of directore of the respondent.

NSR-16.668,997 votes 11. Give the date of such meeting. 12. Give the place of such meeting.

NSR-May 26,2009 Norfolk, Virginia

NOTES AND REMARKS

Principles of Combined Reporting Norfolk Southern Combined Raiiroad Subsidiaries (NS Rail) includes the affiliated railroads under the COMMON CONTROL of Norfolk Southem Corporation (NS). The major subskliary is Norfolk Southem Railway Company and consolidated subsidiaries (NSR). See listing of companies included in combined rail reporting beiow. Nonraiiroad subsidiaries whose assets and operations are not deemed to be an integral part of rail operations are included in this combined report in the following classifications:

Balance Sheet - Fixed Capital Assets - "Property Used in Other Than Camer Operations" Results of Operations - "Other Income" and "Miscellaneous Deductions From Income"

All significant intercompany balances and transactions have been eliminated in combination.

This form of Combined reporting was approved by the ICC Accounting and Valuation Board on Maroh 23,1987, as indicated in Chaimian William F. Moss, Ill's letter.

The following companies are included in the combined rail reporting to the Surface Transportation Board:

Class I

Cincinnati, New Orieans and Texas Pacific Railway Company, The Norfolk Southern Railway Company

Class II

Alabama Great Southern Raiiroad Company, The Central of Georgia Railroad Company Georgia Southern and Florida Railway Company

Class III

Camp Lejeune Raiiroad Company Chesapeake Western Railway Interstate Raiiroad Company Norfolk and Portsmouth Belt Line Railroad Company State Univereity Raiiroad Company Tennessee, Alabama & Georgia Railway Company Tennessee Railway Company

Lessore and Other

Airfbrce Pipeline, Inc. Alabama Great Southem LLC Central of Georgia LLC Citico Realty Company Chicago Land Management, LLC High Point, Randieman, Asheboro and

Southern Raiiroad Company KPF Biuegrass, LLC KPF Holdings, LLC KPF Mountaineer, LLC Lamberts Point Barge Company, Inc. Mobile and Birmingham Railroad Company Norfolk Southem Intemational, Inc. Norfolk Southem-Mexico, LLC NorfbikSouthemMexicana, S de RL de CV North Carolina Midland Railroad Company, The NS Spectrum Corporation PLS Investment, LLC Rail Investment Company Reading Company, LLC [Delaware] Reading Company, LLC [Virginia] S-VA Corporation

South Westem Rail Road Company, The Southem Rail Terminals, Inc. Southem Rail Terminals of North Carolina, inc. Southem Region Materials Supply, Inc. T-Cubed of North America, LLC TCS Leasing, Inc. TCV, Inc.

Thoroughbred Direct intermodal Sen/ices. Inc. Thoroughbred Funding, Inc. Thoroughbred Technology and Telecommunications. LLC Transwori(s Company Transworks Inc. Transworks of Indiana, Inc. Triple Crown Services Company Virginia and Southwestem Railway Company Wheeiereburg Terminal LLC Yadkin Raiiroad Company

Road Initiais: 1 JSRail Year: 2009

Une No.

1 2 3

4 5

6 j 7

8 9

10 11 12 13 14

15 16

17 18

19

20 21 22 23

24 25 28 27

28

29

Cross Check

*

Account

701 702 703

704 705

706 707 709, 708 708.5 709.5 710.711,714 712 713

715,716.717 721,721.5

722,723 724

737,738

739,741 743 744

731,732 731, 732 731, 732 733, 735

200. COMPARATIVE STATEMENT OF FINANCIAL POSfTION - ASSETS (Dollars In Thousands)

Title

(a)

Current Assets Cash and Cash Equivalents Temporary Cash Investments Special Deposits Accounts Receivable

- Loan and Notes - Inlariine and Other Balances

- Customers -Other - Accrued Accounts Receivables - Receivables from Affiliated Companies - Less: Allowance for Unoollectibie Accounts

Working Funds Prepayments Oefansd Income Tax Debits Materials and Supplies Other Current Assets

TOTAL CURRENT ASSETS

Other Assets Special Funds

(Schedule 310 and 310A) Other Investments and Advances Alk>«wanc88 for Net Unrealized Loss on Noncurrent

Marketable Equity Securities-Cr. Property Used In Other than Can-ier Operation

(less Deprociation) $41,235 and $38,257 raspectively Other Assets Other Deferred Debits Accumulated Deferred Income Tax Debits

TOTAL OTHER ASSETS

Road and Equipment Road (Schedule 330, L-30 Col. h & b) Equipment (Schedule 330, L-39 Col. h & b) Unallocated Items Accumulated Depredatton and Amortizatnn

(Schedules 335. 342, 351) Net Road and Equipmant

TOTAL ASSETS

Balance at cksse of year

(b)

927,209 90,386

566 49.066

402.585 62.624

246.092 78.707 (4.910)

200,189 163,735 13.724

2,229,973

64.185 1,926,757

301.758

130,554

201.592 21,189

2,646,035

22,824,124 7,648,182

324,838 (8.841,447)

21,955.697

26,831,705

Balance at beginning of year

(c)

572,137

-

429 56,601

532,812 67,853

199.634

-(4,694)

268,998 193,538 32,021

1,919,329

87,634 1.660.533

137,362

133,491

142,652 25,589

2,187,261

21.860.562 7,578,234

450,155 (8,308,484)

21,578,467

25,685,057

5

Line No.

1 2 3

4 5

6 7 8 9

10 11 12 13 14

15 16

17 18

19

20 21 22 23

24 25 26 27

28

29

NOTES AND REMARKS


6 Road Initials: NS Rail Year: 2009

200. COMPARATIVE STATEMENT OF FINANCIAL POSITION • LIABILITIES AND SHAREHOLDERS' EQUITY

Line No.

30 31 32 33 34 35 36 37 38 39 40

41 42 43 44 45 46 47 48 49 50

51

52 53 54 55 56

57 58 59 60 61 62

Cross Check

*

Account

751 752 753 754 755, 756 757 759 760,761,761.5,762 763 764

765,767 766 766.5 768 769 770.1, 770.2 781 783 786 771.772,774,775, 782, 784

791,792

794,795

797 798 796 798.5

(Dollars in Thousands)

Title

(a)

Current Liabilities Loans and Notes Payable Accounts Payable; interiine and Other Balances Audited Accounts and Wages Other Accounte Payabte interest and Dividends Payable Payables to Affiliated Companies Accmed Accounte Payable Taxes Accrued Other Cunent Liabilities Equipment Obligations and Other Long-Term Debt

TOTAL CURRENT LIABILITIES

Non-Cun«nt Liabilities Funded Debt Unmatured Equipment Obligations Capitalized Lease Obligations Debt in Defeuit Accounts Payable; Affiliated Companies Unamortized Debt Premium Interest in Default Deferred Revenues-Transfere from Govemment Authorities Accumulated Defened Income Tax Credits Other Long-Temn Liabilities and Deferred Credits

TOTAL NONCURRENT LIABILITIES

Shareholdere' Equity Totel Capital Stock: (Schedule 230, E-11 & 17)

Common Stock Preferred Stock

Discount on Capitei Stock Additional Capitei (Schedule 230) Retained Eamings:

Appropriated Unappropriated (Schedule 220) Accumulated Other Comprehensive income

Less Treasury Stock Net Stockholdere' Equity TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

Balance at close of year

(b)

100,000 233

8,136 2,642

15,811 -

922,914 103,120 112,136 73,846

1,338.838

619,026 77,253 32,848

1,017,822 114,693

7,071,020 3,568,810

12,501,472

166,690 166.690

6.982.868

5.939.290 (97.453)

12.991.395 26.831.705

Balance at beginning of year

(0

-265

33.650 15.657 11.489 5.094

1.084.547 322.857 114.743 83.641

1.671.943

779.026 99,526 54,903

1,016,246 120,590

6.634,807 3.690.982

12.396.080

166.690 166,690

6.884.646

4.791.593 (225,895)

11.617.034 25.685.057

Line No.

30 31 32 33 34 35 36 37 38 39 40

41 42 43 44 45 46 47 48 49 50

51

52 53 54 55 56

57 58 59 60 61 62

NOTES AND REMARKS



200 COMPARATIVE STATEMENT OF FINANCIAL POSITION - EXPLANATORY NOTES

The notes listed below are pravided to disclose supplementary informatnn on mattera that have an important efiect on the financial condltton of the carrier The carrier shall give the particulars called for herein and vi4iere there is nothing to report, insert the word "none"; and in addition thereto shall enter in separate notes with suitable particulare other matters Involving material amounts of the character commonly disctosed in financial statements under generally accepted accounting and reporting principles, except as shown in other schedules. This includes statements explaining (1) sen/ice interruption insurance policies and indicating the amount of indemnity to which respondent wHI be entitled fbr wori( stoppage losses and the maximum amount of additktnal premium respondent may be obligated to pay In the event such k>ss8s are sustained by other raNroads; (2) particulars conceming obligations fbr stock purchase options granted to officers and emptoyees; and (3) what entries have been made fbr net income or relained income restricted under proviskxis of mortgages and other arrangements.

1. Amount (estimated, if necessary) of net income or retained income whkrh has to be provided for capital expenditures, and fbr sinking and other fiinds pursuant to provisions of reorganizatton plans, mortgages, deeds of trust, or other contracts

NONE

2. Estimated amount of future eamings whteh can be realized before paying Federal Income taxes because of unused and available net operating toss carryover on January 1 of the year following that for which the report is made

tlQiiE ^

3 (a) Explain the procedure In accounting for pension funds and recording in the accounts the current and past service penston costs, indicating whether or not consistent with the prior year

SEE NOTE 12. PAGE 12

(b) State amount, if any, representing the excess of the actuarially computed value of vested benefits over the total of the pension ftjnd SEE NOTE 12. PAGE 12

(c) Is any part of pension plan funded? Specify. Yes X No_ (i) If funding is by insurance, give name of insuriifg company NOT APPLICABLE

If funding is by trust agreement, list trustee(s) THE NORTHERN TRUST COMPANY (CUSTODIAN) Date of trust agreement or latest amendment FEBRUARY 1.2005 (CUSTODIAL AGREEMENT) If respondent is affiliated In any way with the tnistee(s], explain affillatton

(d) List affiliated companies which are Included in the pension plan funding agreement and describe basis fbr allocating charges under the agreement SEE NOTE 12. PAGE 12

(e) Is any part of the pension plan fund invested in stock or other securities of the respondent or any of its affiliates? Specily. Yes No X If yes, give number of the shares fbr each class of stock or other security

Are voting rights attached to any securities held by the pension plan? Specify. Yes X No If yes, who determines how stodc is voted? The Chairman of the Board of Manaoere is authorized to oive insfa-ucttons to the Board of Managers' norrtinee waardina the executton of oetwral proxies.

4. State whether a segregated political fund has been established as piovMed by the Federal Election Campaign Act of 1971 (18 U.S.C. 610). Yes X No

5. (a) Thaamountof emolovers contribution to emotovee stock ownership Plans fbr the current vear was SEE NOTE 12. PAGE 12

(b) The amount of investment tax credit used to reduce current income tax expense resulting from contributions to qualified emptoyee stock ownership plans fbr the current year was NONE

6. In reference to Docket No. 37465 specify t tw total amount of business entertainment expenditures charged to the nonoperaUng experfse account. NONE


Road Initials: NS Rail Year 2009

200. COMPARATIVE STATEMENT OF FINANCIAL POSITION - EXPLANATORY NOTES (continued)

7. Give particulars with respect to contingent assets and liabilities at the dose of the year, in accordance with Instiuction 5-6 in Uie Uniform System of Accounts for Railroad Companies, that are not reflected in the amounts of the respondent.

Disdose the nature and amount of contingency that Is material.

Example of contingent liabilities are items which may become obligations as a result of pending or threatened litigation, assessments or possible assessments of additional taxes and agreements or obligations to repurchase securities or property. Additional pages may be added if more space is needed. (Explain and/or reference to the following pages.)

See Note 14 on page 15a.

8.

(a) Changes in Valuation Accounts

Maricetable Equity Securities. See Note 11 on page 11.

(Cunent Yr.) asof / / (Previous Yr.) asof / /

Current Portfolio Noncument Portfolio Current Portfolto Noncurrent Portfolio

Cost Maricet Dr. (Cr.)

to Income

N/A N/A N/A

Dr.(Cr.)to Stockholders Equity

N/A $

N/A N/A

M i l , gross unrealized gains and losses pertaining to maricetable equity securities were as follows:

Cunent Noncunent

Gains

$ $

Losses

$ $

A net unrealized gain (loss) of $ on the sale of maricetable equity securities was induded in net income for . (year). The cost of securities sold was based on the (method) cost of all the shares of each security held at time of sale.

Significant net realized and net unrealized gains and losses arising after date of the finandal stetements but prior to the filing, applicable to maricetable equity securities owned at balance sheet date shall be disclosed below:

NOTE: / / (date) Balance sheet date of reported year unless specified as prevtous year

Raiiroad Annual Report R-1

Road Initials. NS Rail Year: 2009

200. COMPARATIVE STATEMENT OF FINANCIAL POSITION - EXPLANATORY NOTES (continued)

9. Required Accoumins Changes /

In August 2001, the FASB issued Statement No. 143 "Accounting for Asset Retirement Obligations.' (SFAS No. 143). Pursuant to SFAS No. 143. the cost to remove crossties must be recorded as an expense when incurred: previously these removal costs were accrued as a component of depreciation. STB accounting rules require that railroads accrue the cost of removing crossties over the expected useful life of these assets. NS Rail has not implemented SFAS No. 143 for STB reporting purposes. As a result, these financial statements do not refled generally accepted accounting prindples witi) regard to the removal of crossties.

In June 2009. ttie Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, a replacement of FASB Statement No. 162" (Accounting Standards Update (ASU) 2009-01) This statement, effective for interim and annual perfods ending after September 15,2009, esteblished the FASB Accounting Standards Codification (Codification or ASC) as the single source of authoritative Generally Accepted Accounting Prindples (GAAP). SFAS 168 is recognized by the FASB to be applied by nongovernmental entities and stated that all guidance contained In the Codificatfon has an equal level of authority. The authoritative accounting guidance recognized that mles and interpretive releases of the Securities and Exchange Commission (SEC) under federal securities laws are also sources of authoritative GAAP for SEC registrants. NS Rail adopted the provisions of ttie authoritative accounting guidance for the interim reporting period ending September 30,2009, the adoption of which did not have a material effect on NS Rail's combined finandal statements.

FASB Staff Position (FSP) No. 132 (R)-1, "Employers' Disdosures about Postretirement Benefit Plan Assets" (ASC 715-20-65-2), was Issued on December 30,2008 The FSP, effective for fiscal years ending after December 15.2009, clarifies an employer's disdosures about plan assets of a defined benefit pension or other postretirement plan. The FSP prescribes expanded disctosures regarding investment altocation decisions, categories of plan assets. Inputs, and valuation techniques used to measure feir value, the effect of Level 3 inpute on changes in ptan assets and significant concentrations of risk. NS Rail adopted Ihe FSP at the end of 2009 and it dki not have a material efled on NS Rail's combined finandal statements.

Effedive Januaiy 1.2008. NS adopted SFAS No. 157, "Fair Value Measurements' (ASC 820), related to financial Instmment assets and liabilities. NS Rail adopted the provisnns of this standard relative to nonfinanclal assets and nonfinandal liabilities that are not remeasured at fair value on a recurring basis In the first quarter of 2009. This statement, effective for interim or annual reporting periods beginning after November 15,2007. establishes a frameworic for measuring feir value in U.S. generally accepted accounting prindples and expands disdosures about feir value measurements. Adaption did not have a material efled on NS Rail's combined financial statements.

In December 2007, the FASB issued SFAS No. 160 (SFAS 160). "Noncontrollng Interests In Consolidated Finandal Statemente' (ASC 810-10), which requires that noncontroiling (minority) Interests be reported as a component of equity. NS Rail adopted Uie statement in ttie first quarter of 2009 with no material effed on NS Rail's combined finandal statements.

Change In Reporting Entity

NS Rail sells, without recouree, to a bankoiptcy-remote special-purpose entity. Thoroughbred Funding Inc. (TFI). a pool of accounte receivable. NS Rail services and colleds the soM receivables; however, no senrk:ing asset or liability has been recognized because the benefite of servicing are estimated to be just adequate to compensate NS Rail for its responsibilities. Payments collected from sold recelvabfes are remitted to TFI, which, in turn, reinvests the amounte by purchasing new receivables from NS Rail.

On Odober 21.2009, NS Rail received, as a contribution, a l of the issued and outetanding shares of capital stodc of TFI. prevtously a wholly owned subsidiary of 1 ^ . Accordingly. NS F^il has retrospectively applied this change In reporting entity to the finandal statemente of all prior periods presented to show financial Information for the new reporting entity in accordance with ASC 250. The foMowing schedufes reconcile, to the extent bnpaded by the change in reporting entity and certain reclasses, ttie amounts prevtously reported to those as presented in NS RalTs Financial Statemente as of and for the year ended December 31, 2008:

Comparative Statement of FiiMnclal Position

Cash and Cash Equivafente Interiine and Other Balances Customera Accmed Accounte Receivables Allowance for Uncollectible Accounte Ottier Assete Interest and Dividends Payable Payables to Affiliated Companies Taxes Accmed Funded Debt Unmatured Other Long-Term Liabilities and Deferred Credite Additional Capital (Schedule 230) Unappropriated (Schedule 220)

Year Ended December 31.2008

As Reported 561,182

251 42,161

158,224 (4.276)

145,256 10.947

957,894 133,809 479,026

3,258,055 6,586,157 4.463.454

($in

$

ttiousands)

Change In Reporting

Entity 10.955 $ 56.350

490,661 41,410

(418) (2,603)

542 (952,800)

189,048 300.000 432,927 298,489 328.139

As Restated

572,137 56,601

532.812 199.634 (4.694)

142.652 11.489 5,094

322,857 779,026

3,690.982 6,884,646 4,791,593


10 Road Initials: NS Rail Year 2009

Resulte of Operations

Miscellaneous income charges Fixed interest not in defeult Federal income taxes State income taxes

Year Ended December 31.2008 ($in

As Reported 566.758 $ 45.830

479.028 70.780

thousands)

Change In Reporting

Entity (518.782)

(1,673) 178.980

9.084

$ "

As Restated

47,976 44,157

658,008 79,864

Statement of Cash Flows

Year Ended December 31.2008 ($ in thousands)

Income from continuing operations Reconciliation of net income to net cash provided by operating activities: Net decrease (increase) in undistributed eamings (losses) of affiliates

Decrease (increase) in accounte receivable Increase (decrease) in cunent liabilities other than debt Increase (decrease) in ottier-net

Proceeds from sale of property and other transactions Proceeds from sale/repayment of investment and advances Purchase price of long-term invesbnent and advances Proceeds from issuance of long-term debt Principal paymente of iong-temi debt Cash dividends paid /Advances from NS /\dvances and repaymente to NS

Cash and cash equivalente: Cash and cash equivalente at beginning ofthe year Cash and cash equivalente at end ofthe year

Cash paid during the year fbr: Interest (net of amounte capitalized) Income taxes (net)

As Reported 1,431.629

Change In Reporting Entity and Reclasses

332,391

As Restated 1.764,020

$

$ $

(18,547) 208.900

(226.898) (458,887)

92,963 305,387 (88,531)

— (85,810)

— 68,348

(881,185)

150,519 561,182 $

91,957 $ 437,259 $

2,206 65,307

106,758 154,357 (1,984)

585 1,486

425,000 (459,007) (890,000)

230,965 26.745

16.146 10.955 $

(15,678) $ 135,718 $

(16,341) 274,207

(120,140) (304,530)

90,979 305,972 (87,045) 425,000

(544,817) (890,000)

299,313 (854,440)

166,665 572,137

76,279 572,977

Reclassifications

Certein comparative prior year amounte have been reclassified to conform to the current year presenteUon, prindpally $84 million refleded as a use of cash witiiin principal paymente of long-term debt that was previously dassified as a use of cash in current liabilities other than debt.

10. Retated Parties

General

NS Is the parent holding company of NSR. Rail operations are coordinated at the holding company level by the NS Vice Chainnan and Chief Operating Officer. NS charges NS Rail a fee for management sennces it peifonns for NS Rail (which totaled $732 million, induding a $45 million maricup. in 2009 and $771 million, including a $48 million maricup, in 2008). In addition, NS charges NS Rail a revenue-based licensing fee (which totaled $114 million in 2009 and $157 million in 2008) for use of certain intangibfe assete owned by NS.

Operation over Conrall's Lines

Through a limited liability company, NS and CSX Corporation (CSX) jointiy own Conrail Inc. (Conrail), whose primaiy subsidiary is Consolidated Rail Corporation (CRC). NS has a 58% economic and 50% voting interest in ttie jointiy owned entity, and CSX has the remainder of the eoonomk: and voting intereste. CRC owns and operates certain properties (the Shared Assete Areas) for the joint and exduslve benefit of NSR and CSX Transportation, Inc (CSXT). ThecosteofoperatingtheShared Assets Areas are borne by NSR and CSXT based on usage. Future minimum lease paymente due to CRC under the Shared Assete Areas agreements are $29 million in each of 2010 through 2014 and $279 million thereafter. In addlti'on, NSR and CSXT pay CRC a fee for access to ttie Shared Assete Areas. Railway operating expenses include expenses of $123 million in 2009 and $131 million In 2008 for the use of CRC's Shared Assete Areas.


Road Initials: NS Rail Year: 2009 11

Intercompany Accounte

December 31, 2009 2008

($ in millions)

Current: Accrued Accounte Payable $ 923 $ 1,085

Long-term Other Long-Temn Liabilities and Deferred Credite $ 3,569 $ 3.691

"Accrued Accounte Payable" indudes $104 million at December 31,2009, and $82 million at Deoember 31, 2008. due to Conrail for the operation of the Shared /Assete Areas. In addition. "Ottier Long-Term Liabilities and Deferred Credite' includes $101 million at December 31,2009 and 2008. for tong-term advances from Conrail, maturing 2035, that bear interest at a rate of 4.4%.

Interest is applied to certain advances at the average NS yield on short-term investments and to the notes at spedfied rales. NS Rail's results include interest income on amounte due from NS of $5 million in 2009 and $9 million in 2008, and mterest expense of $13 million In 2009 and $32 mHlton in 2008 related to these intercompany accounte These amounte are induded In Interest income' and "Interest on unfunded debt", respectively.

Noncash Dhrldends

NSR declared and issued to NS noncash dividends totaling zero in 2009, and $750 million in 2008, which was settled by reduction of NS Rail's interest-bearing advances due from NS. Noncash dividends are excluded from ttie Combined Statemente of Cash Flows

Capital Contributions

In 2009 and 2008, NS Rail recognized $98 million and $20 million of capital contributions, respectively, for tax benefite It received that were generated by NS. As discussed in Note 9, NS contributed all of the outetanding shares of TFI to NS Rail in 2009.

Intercompany Federal Income Tax Accounte

In accordance with the NS Tax Allocation Agreement, intercompany federal income tax accounte are recorded between companies in the NS consolidated group. NS Rail had tong-term Intercompany federal income tax payables (which are induded in "Other tong-term Habilities and deferred credite" in the Combined Balanoe Sheete) of $1,851 million at December 31,2009, and $1,805 million at December 31,2008.

Cash Required for NS Debt

To finance the cost of the original ConraH transaction, NS issued and sold commerdai paper and $4.3 billion of unsecured notes. A significant portton ofthe fending for the interest and repaymente on this and other NS debt is expected to be provkled by NS Rail.

NS IS subjed to various finandal covenante with respect to ite debt and under Ite credit agreement, induding a maximum leverage ratio restriction and certain restrictions on Issuance of forther debt. As a major NS subsidiary, NS Rail is subjed to certain of those covenante.

11. Fair Value

Fair Value Measuremente

ASC 820-10, "Fair Value Measurements," established a framework for measuring feir value and a fair value hierarchy that prioritizes the inputs to valuation technk^ues used to measure feir value into three broad tovels, as folows:

Level 1 Inpute to ttie valuatton mettiodotogy are unadjusted quoted prices fbr identtoai assete or liabilities in active maricete that NS has the ability to access.

Level 2 inpute to ttie valuation methodology indude: • Quoted prices for simitar assete or liabilities in active maricete: • Quoted prices for identical or similar assete or liabilities in Inactive maricete; • Inpute ottier than quoted prices that are observable for ttie asset or liability; • Inpute that are derived principally from or conoborated by obsenrable market date by correlation or other

means.

If ttie asset or liabiliiy has a spedfied (contractual) term, the Level 2 input must be obsenrabte for substantially the foil temi of the asset or liability.

Level 3 Inpute to the valuation methodology are unobservable and significant to the feir value measurement.



Marketable Equity Securities

Marketable equity securities, principally 20,443,337 and 20,579,088 shares, respectively, of NS Common Stock at feir value (Level 1)

December 31, 2009 2008

($ in millions)

1,072 968

Canying value adjusbnente, which are noncash transadlons, are not induded in the Combined Statement of Cash Flows. The gross unrealized holding gain was $1,052 million on December 31, 2009, and $949 million on December 31,2008. Sales of "available-for sate securities" were immaterial for the years ended December 31,2009 and 2008.

12. Pensions and Other Postretirement Benefite

NS and certain subsidiaries have both fended and unfonded defined benefit pension plans covering principally salaried employees. NS and certein subsidiaries also provide specified heaitti care and death benefite to eligible retired employees and tiieir dependente. Under the present plans, which may be amended or temiinated at NS' option, a defined percentage of health care expenses is covered, reduced by any deductibles, co-paymente, Medicare paymente, and in some cases, coverage provided under otiier group insurance polides. The following relates to the combined NS plans.

Pension and Other Postretirement Benefit Obligations and Plan Assete

Pension Benefite 2009

1,670 26

101 8

(109) 1,696

1,333 307

11 (109)

1,542

(154)

27 (11)

(170) (154)

821 10

$

$

$

$

$

2008 ($ in millions)

1,644 25 99 4

(109) 1,670

1,963 (531)

10 {109)

1,333

(337)

1 (9)

(329) (337)

991 13

$

$ _

$

5

$

Other Postretirement

2009 Benefite

920 16 57

106

(55) 1,044

138 23 55

(55) 161

(883)

(54) (829)

J8832_

414 -

$

•

5

$

$

$

2008

859 16 51 44

(50) 920

176 (38) 50

(50) 138

J7822.

(50) (732)

J2Ki_

351 (2)

Change In tteneflt obligations Benefit obligation at beginning of year Service cost Interest cost Aduarial losses Plan amendmente Benefite paid

Benefit obligation at end of year

Change In plan assets Fair value df plan assete at beginning of year Adual retum on ptan assete Employer contribution Benefite paid

Fair value of plan assete at end of year

Funded status at end of year

Amounte recognized in the Combined Balance Sheete consist of:

Noncurrent assete Current liabilities Noncurrent liabilities

Net amount recognized

Amounte recognized in accumulated other comprehensive loss (pretax) consist of:

Net loss Prior sen/ice cost (benefit)

NS' unfunded pension plans, included above, which in all cases have no assets and therefore have an accumutated benefit obligation In excess of plan assete, had projected benefit obligations of $181 million at December 31,2009, and $168 million at December 31,2008, and had accumulated benefit obligations of $159 million at December 31,2009, and $146 million at December 31,2008.


Road Initials: NSRail Year: 2009 13

Pension and Other Postretirement Benefit Cost Componente

($lnmHrions)

26 101

(154) 3

25 1

16 57

(15) (2) 35 91

$

$

$

$

2008

25 99

(173) 3 7

(39)

16 51

(15) (8) 25 69

Pension benefits Service cost Interest cost Expected rehjm on plan assete Amortizatton of prior servtee cost Amortization of net tosses

Ntet cost (benefit)

Offier postradrament benefits Service cost Interest cost Expected retum on plan assets Amortizatton of prior senrlce benefit Amortizatton of net losses

Net cost

Other Changes in Plan Assete and Benefit Obligations Recognized in Other Comprehensive Loss

2009 Other

Pension Postretirement iSOsSb Benefite

($ in rrullions)

Net (gain) toss ansing during the year Amortteation of prior service (cost) benefit Amortization of net losses

Totel recognized in other comprehensive income Total recognized In net periodto (benefit) cost

and other comprehensive income

(145) (3)

(25) (173) S

(172) $

98 2

(35) 65

156

The estimated net loss and prior service cost for the defined benefit penston plans that will be amortized from accumulated other comprehensive loss into net periodto cost over Oie next year are $47 million and $3 millton, respectively. The estimated net toss for the other defined benefit postretirement plans that will be amortized from accumulated other comprehensive loss into net pertodic benefit cost over the next year is $47 million.

Pension and Other Postretirement Benefit Assumptions

Penston and other posbetirement benefit coste are determined based on actuarial valuattons ttiat refied appropriate assumpttons as of the measurement date, ordinarily ttie beginning of each year. The fended status of the plans is determined using appropriate assumptions as of each year end. A summary of the major assumptions fbitows:

2009 2008 Funded Status:

Discount rale Future satery increeees

Pension cost: Discount rate Retum on assete in plans Future satery increases

Otfier postretfrement Aefiefff cost: Discount rate Retum on assete in plan

To determine ttie discount rate, NS utilized an analysis in which the projected annual cash flows from the pension and postretirement benefit plans were matched with a yieto curve based on an appropriate universe of high-quality corporate bonds. NS used the results of the yield curve to select the discount rate Uiat matches Uie payment stream ofthe benefite In these plans.

Health Care Cost Trend Assumptions

For measurement purposes at December 31.2009. increases in the per capite cost of covered health care benefite were assumed to be,8.8% for 2009 and 8.5% for 2010. It is assumed ttie rate wiii decrease gradually to an ultimate rate of 5% for 2019 and remain at that level ttiereafter.

5.85% 4.5%

6.25% 8.75%

4.5%

6.25% 8.5%

6.25% 4.5%

6.25% 9%

4.5%

6.25% 8.5%



Assumed health care cost trend rates have a significant effed on the amounte reported in the finandal statemente. To illusbate. a one-percentege-point change in the assumed heaitti care cost trend would have the following effecte:

Increase (decrease) in: Totel service and interest cost componente Postretirement benefit obligation

Asset Management

One percentage point Increase Decrease

($ in millions)

10 133

(8) (111)

Eleven investment firms manage NS' defined benefit pension plan's assets under investment guidelines approved by the Board of Directors. Investmente are restricted to domestic fixed income securities, intemational fixed income securities, ctomestic and intemational equity invesbnente, and unleveraged exchange-baded options and financial fetures. Limitations restrid Invesbnent concentration and use of certain derivative investments. The target asset allocation for equity is 75% of the pension plan's assets. Fixed income investments must have an average rate of "AA" or better and all fixed income securities must be rates "A" or better except bond index funds. Equity investmente must be in liquid securities listed on national exchanges. No invesbnent is permitted in the securities of NS or Ite subsidiaries (except through commingled pension trust fends), invesbnent managers' retums are expeded to meet or exceed seleded market indices by prescribisd margins.

NS' pension plan weighted-average asset allocations at December 31, 2009 and 2008, by asset category, were as follows:

Asset Category

Domestic equity securities Intemational equity securities Debt securities

Totel

Percentage of plan assete at December 31,

2009 2008

65% 58% 12% 11% 23% 31%

100% 100%

The postretirement benefit plan assete consist primarily of trust-owned variable life insurance |x>lides with an asset allocation at December 31,2009, of 57% in equity securities and 43% in debt securities compared with 53% in equity securities and 47% in debt securities at December 31,2008. The target asset allocation for equity is between 50% and 75% of the plan's assete.

The plans' assumed future retums are based principally on the asset allocation and on the historic retums for ttie plans' asset dasses detennined from both adual plan retums and, over longer time periods, maricet retums for those asset classes. NS assumed a rate of retum on pension plan assete of 8.75% for 2009 and 9% for 2008. For 2010, NS assumes an 8.75% retum on pension plan assete. A one percentage point change to the rate of retum assumption would result in a $16 million change to the net pension (benefit) cost and, as a result, an equal change in "Compensation and benefite" expense.

Fair Value of Plan Assete

Following is a description of the valuation mettiodologies used for pension plan assete measured at feir value.

Interest bearing cash: Short-tenn bills or notes are valued at an estimated price at which a dealer would pay for the secxirity at year end using observable maricet based inpute; money maricet fends are valued at the ctosing price reported on the active market on which the fends are traded.

United Stetes Govemment and agendes securities: Valued at an estimated price at which a dealer would pay for a security at year end using obsen/able as well as unobsen/able maricet based inpute. Infiation adjusted instmmente utilize the appropriate index factor.

Municipal bonds: Valued at an estimated price at which a dealer would pay for a security at year end using obsen/able maricet based inpute.

Corporate bonds and other fixed income instnimente: When available, valued at an estimated price at which a dealer would pay for a similar security at year end using observable maricet Inpute. Otherwise, valued at an estimated price at which a dealer would pay for a similar securi^ at year end using unobsenrable market inpute.

Common stock: Shares held by the plan at year end are valued at the offidal dosing price as defined by tiie exchange or at the most recent trade price of a security at the dose of the active maricet.

Commingled fends: Valued at the net asset value (NAV) of shares held by the plan at year end, based on the quoted maricet prices of the underiying assete of the fends. The invesbnente are valued using NAV as a practical expedient for feir value. The commingled fends hold equity securities.

Common collective tmste: Valued at ttie NAV of shares held by ttie plan at year end, based on ttie quoted maricet prices of ttie underiying assete ofthe truste. The investmente are valued using NAV as a practical expedient fer feir value. The common collective tmste hold equity securities, fixed income securities and cash and cash equivalente.


Road Initials: NSRail Year: 2009 IS

The following tebie sete fortti the penston ptan assete at December 31,2009, by valuation technk^ue level, wlttiin the feir value hierarchy (there were no level 3 vakied assete).

Common stock Common collective tmste Corporate bonds and other

fixed income instrumente U.S. govemment and

agencies securities Commingted fends Interest bearing cash Other bonds and securities

Total investmente

$

$ •

Level 1

839 ..

—

--

23 -

862

L«v#l2 ($ in millions)

$

5 .

^ 385

170 •

78 42 — 5

680

$

« .

Total

839 385

170

78 42 23 5

1,542

Following is a description ofthe valuatton methodotogtos used for posbetirement benefit plan assete measured at feir value.

Trust-owned life insurance: Valued at NS' share of the net assete of trust-owned life insurance issued by a major insurance company. The underiying invesbnente of that trust consist of a U.S. stock account, and a U.S. bond account, valued based upon the aggregate market values of Uie underiying invesbnents. The toan asset account is valued at cash surrender value at ttie time of tiie loan, plus accrued interest.

At December 31.2009, ttie postretirement benefit plan assete consisted of tiojst-owned life Insurance with a feir value of $161 millton as valued under tevel 2 of Uie fair value hierarchy. There were no level 1 or level 3 related assete.

The methods used to value penston and posbetirement benefit plan assete may produce a feir value calcutetion that may not be Indicative of net reai'izabto vakje or refledive of future feir values. Furthermore, while NS believes ite valuation methods are appropriate and consistent with other maricet partidpante, ttie use of different methodotogies or assumptions to detennine Uie fair value of certein financial instrumente couM result in a different feir value measurement at ttie reporting date.

Contributions and Estimated Future Benefit Payments

In 2010. NS expeds to contribute approximately $11 millton to its unfonded pension plans for paymente to pensioners and $54 million to Ite other postretirement benefit ptans fisr retiree health benefite. NS does not exped to contribute to Ite fended penston plan in 2010

Benefit paymente, whtoh refiect expeded foture sen/ice, as appropriate, ara expected to be paM as foltows: .

Pension Benefite

Other Postretirement

Benefite ($ in millions)

113 115 119 121 124 646

$ 54 58 60 63 65

368

2010 2011 2012 2013 2014 Years 2015-2019

The other postretirement benefite paymente include an estimated average annual reduction due to the Medtoare Part D subskly of about $7 millton.

Other Postretirement Coverage

Under cdiedive bargaining agreemente, NS and certain subskJiaries parttolpate in a multi-employer benefit plan, which provides certain postretirement health care and life insurance benefite to eligible union employees. Premiums under this plan are expensed as Incurred and amounted to $33 million in both 2009 and 2008.

Section 401(k) Plans

NS and certain subsidteries provide Section 401(k] savings plans for employees. Uncter ttie plans, NS matohes a portton of employee contributions, subjed to applicabte limitations. NS' matching conbibutions. recorded as an expense, under these plans were $16 million in 2009. and $15 million in 2008.

13. Derivative Financial Instrumente

All derivatives ara recognized in the finandal statemente as either assete or Kabillties and are measured at feir value. Changes In feir value are recortted as adjustmente to the assete or liabilities being hedged in "Other comprehensive loss," or in current eamings. depending on whether the derivative is designated and qualifies for hedge accounting, the type of hedge transaction represented and ttie effectiveness ofthe tiedge.

NS Rail has used derivative finandal instmmente to manage Ite overall exposure to fiuduattons in Interest rates NS Rail does not engage in the trading of derivatives. Management has determined that its derivative financial instrumente qualify as feir-value hedges, having values that highly


15a Road Initials: NS Rail Year 2009

correlate with the underiying hedged exposures, and has designated such instmmente as hedging transactions. Credit risk related to the derivative financial insbumente is considered to be minimal and is managed by requiring high credit stendards for counterparties and periodic settiemente.

Interest Rate Hedging

NS Rail manages ite overall exposure to fluctuations in Interest rates by issuing both fixed- and fioating-rate debt instmmente, and by entering into interest rate hedging transadlons to achieve an appropriate mix within ite debt portfolio. NS Rail had $4 million, or 1%, and $17 million, or about 2%, of ite fixed-rate debt portfolio hedged as of December 31,2009, and December 31,2008, respectively, using interest rate swaps that qualify for and are designated as feir-value hedge transadlons. NS Rail's Interest rate hedging adivity resulted in decreases in interest expense of approximately $1 million for 2009 and 2008. These swaps have been effective in hedging the changes in feir value of the related debt arising fiom changes in interest rates and there has been no impact on eamings resulting from ineffectiveness associated with ttiese derivative transactions.

Fair Values

Fair values of interest rate swaps at December 31,2009, and December 31,2008, were detennined based upon the present value of expected foture cash flows discounted at the appropriate implied spot rate from the spot rate yield curve. Fair value adjusbnente are noncash transadlons and, accordingly, are exduded from the Combined Statemente of Cash Flows. The gross and net asset position of NS Rail's outetending derivative financial instrumente was less than $1 million at December 31,2009, and approximately $1 million at December 31,2008.

14. Commitmente and Contingencies

Lawsulte

NS Rail and/or certein subsidiaries are defendante in numerous lawsuite and other claims rotating prindpally to raiiroad operations. When management condudes that it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated, it is accmed through a charge to eamings. While the ultimate amount of liability incuned in any of these lawsuite and daims is dependent on feture developmente. In management's opinion, the recorded liability is adequate to cover the future payment of such liability and claims. However, the final outcome of any of these lawsuite and daims cannot be predicted with certainty, and unfevorable or unexpeded outcomes could result in additional accmals that could be significant to resulte of operations in a particular year or quarter. Any adjusbnente to the recorded iiabilily will be refleded In eamings in the periods in which such adjusbnente are known.

Casualty Claims

Casualty daims indude employee personal injury and occupational claims as well as third-party claims, ail exclusive of legal coste. To aid in valuing ite peraonal injury liability and detennining the amount to accrue with respect to such ctaim during the year, NS Rail's management utilizes studies prepared by an independent consulting aduarial firm. Job-related accidental injury and occupational daims are subjed to the Federal Employers' Liability A d (FELA), which is applicable only to railroads. FELA's feult-based system produces results that are unpredicteble and Inconsistent as compared with a no-fault woricers' compensation system. The variability inherent in this system couM result in adual coste being different from the liability recorded. While the ultimate amount of claims Incurred is dependent on foture developmente, in management's opinion, the recorded liability is adequate to cover the foture paymente of daims and is supported by the most recent aduarial study. In all cases, NS Rail records a liability when the expected loss for the claim is both probable and estimable.

In April 2008, NS Rail settied the lawsuit brought by Avondale Mills for daims associated with the January 6,2005 derailment in Graniteville. SC. A portion of the settiement was not reimbursed by insurance and was induded in first quarter 2008 expenses. The totel liability related to the derailment represente NS Rail's best estimate based on current feds and drcumstences. The estimate includes amounte related to property damage, personal injury and response costs. NS Rail's commerdai insurance policies are expeded to cover substantially all expenses related to this derailment above the unreimbursed portion and NS Rail's self-Insured retention, induding NS Rail's response coste and legal fees. The Combined Balance Sheete refled long-term receivables for estimated recoveries from NS Rail's insurance carriers. NS Rail Is engaged in arbitration with two of ite Insurance carriera ttiat felled to respond to insurance daims submitted by NS Rail. NS Rail believes these expenses are covered by the insurance policies and ttiat recoveries ofthe contested amounte are probable. Accordingly, NS Rail has recorded the foil recovery atblbuteble to each canier ($100 million and $43 million).

Employee personal li^ury claims - The targest component of casualties and other claims expense is employee peraonal injury coste. The independent aduarial finii engaged by NS Rail provides quarteriy studies to aid in valuing ite emptoyee personal Injury liability and estimating ite employee personal Injury expense. The aduarial fimn studies NS Rail's historical patterns of reserving for daims and subsequent settiemente, teking into account relevant outeide infiuences. The actuary uses the resulte of these analyses to estimate the ultimate amount of the liability, which indudes amounts for incuned but unasserted daims. NS Rail adjuste Ite liability quarteriy based upon management's assessment and the resulte of the study. Recent aduarial sfodles have refiected fevorable claims development and, acconJingly. those changes in estimates have reduced the annual cost related to personal injuries to $51 million in 2009 firom $78 million in 2008. The estimate of loss liabilities is subjed to inherent limitation given the difficulty of predlding future evente such as jury dedsions. court interpretations, or legislative changes and as such the actual loss may vary from ttie estimated liabiiity recorded.

Occupational claims - Occupational claims (including asbestosis and other respiratory diseases, as well as conditions allegedly related to repetitive motion) are often not caused by a spedfic accident or event but rather allegedly result from a claimed exposure over time. Many such daims are being asserted by fenner or retired employees, some of whom have not been employed In the rail industry for decades. The Independent aduarial fimi provides an estimate of the occupational claims liability based upon NS Rail's history of daim filings, severity, payments, and other pertinent fads. The liability is dependent upon management's judgmente made as to the specific case resenres as well as judgmente ofthe consulting independent actuarial firm in the periodic studies. The actuarial firm's estimate of ultimate loss includes a provision for those ciaims that have been incurred but not reported. This provision is derived by analyzing indusby date and projecting NS Rail's experience Into the feture as fer as can be reasonably determined. NS Rail adjusts ite liability quarteriy based upon management's assessment and the resulte of the study. However, it is possible that the recorded liabiiity may not be adequate to cover ttie feture payment of daims. Adjustmente to the recorded liability are refieded in operating expenses in the periods in which such adjustmente become known.


Road Initials: NS Rail Year: 2009 15b

Third-party claims - NS Rail records a liability for third-party ciaims induding those for highway crossing acddente. trespasser and ottier injuries, automobile liability, property damage, and tading damage. The independent aduarial firm assiste with the calculation of potential liability for ttiird-party daims. except lading damage, based upon NS Rail's experience including number and timing of Incictente, amount of payments, setttement rates, number of open claims, and legal defenses. The aduarial estimate indudes a proviston for daims ttiat have been incurred but have not yet been reported. Each quarter NS Rail adjuste Ite liability based upon management's assessment and the results of the study. Given the Inherent uncertainty in regard to the ultimate outcome of third-party daims, it is possible that the actual toss may differ from the estimated liability recorded.

Environmental Matters'

NS Rail is subjed to various jurisdictions' environmental laws and regutations. It is NS Rail's policy to record a liability where such liability or loss is probable and its amount can be estimated reasonably. Claims, if any, against third parties fbr recovery of deanup costs incurred by NS Rail are refleded as receivables (when colledion is probable) on the balance sheet and are not netted against the associated NS Rail liability.

Environmental engineers reguiarty partidpate in ongoing evaluations of all known sites and in determining any necessary adjustments to liability estimates. NS Rail also has an Environmentel Policy Council, composed of senior managera, to oversee and interpret Ite environmental policy.

NS Rail's Combined Balance Sheets included liabiiities fbr environmental exposures in the amount of $32 million at December 31,2009, and $42 million at December 31 , 2008 (of whtoh $12 millton is classified as a cunsnt Babllity at Deoember 31, 2009 and 2008). At December 31,2009. ttie fiabiiity represents NS Rail's estimate of the probable cleanup and remediation costs based on available information at 144 known tocations compared with 148 locations at Decemtier 31.2008. As of December 31 , 2009, nine sites accounted for $15 million of the liability, and no individual site was constoered to be material. NS Rail anticipates that much of this liabiiity will be paid out over five years; however, some coste will be pakl out over a longer period.

At 30 tocations, one or mora NS Rail subsidiaries, usually In conjunction with a number of oUier parties, have been klentified as potentially responsible parties by the Environmentel Protedton Agency (EPA) or similar stete auttiorities under the Comprehensive Environmental Response, Compensation and Liability A d of 1980, or comparable state statutes, whtoh often impose joint and several liability for deanup costs.

Witti resped to known environmental sites (whetiier klenttfied by NS Rail or by the EPA or comparable state auttiorities), estimates of NS Rail's ultimate potential financial exposure for a given site or in the aggregate for all such sites are necessarily impredse because of the widely varying ooste of currentiy available deanup techniques, the flkely devetopment of new deanup technotogns, the difficulty of determining In advance Uie nature and fell extent of contamination and each potential partidpant's share of any estimated loss (and ttiat partidpanfs ability to bear it), and evolving statutory and regulatory standards goveming Itablilty.

The risk of incurring environmental liabiiity - for acte and omissions, past, present and iutore - is inherent in the railroad business. Some of the commodities in NS' traffic mix, particularly those dassified as hazardous materials, pose special risks Uiat NS Rail and Ite subsidiaries work diligentiy to minimize. In additton, several NS Rail subsidiaries own, or have owned, land used as operating property, or which is leased and operated by othere, or heto for sate. Because envhonmental problems may exist on these properties ttiat are latent or undisclosed, there can be no assurance that NS (Uiil wHI not incur environmentel liabilities or ooste with resped to one or more of them, the amount and materiaHty of which cannot be estimated reliably at this time. Moreover, tawsuite and daims involving these and potentially other unidentified environmental sites and matters are likely to arise from time to time. Tlie resulting liabilities could have a significant effed on financial position, resulte of operations, or liquklity in a particular year or quarter.

On April 24,2008, ttie United States Department of Justice (DOJ) brought an action against NS Rail for alleged vtolations of federal environmentel laws resulting from the discharge of chlorine and oil that occurred as a result of the January 6, 2005 deralhnent in Graniteville, SC, induding daims for dvil penalties as well as injunctive relief. Although NS Rail's June 24,2008 motion to dismiss fbr feitore to allege suffident feds was granted, DOJ was given to. and dto, amend Ite compteint. The litigation has been stayed by the distrid court as the parties woric to condude an agreed upon consent decree. NS Rail does not believe ttiat the resolution of these daims will have a material adverse effed on ite finandal position, resulte of operations, or liqutoity.

Based on ite assessment of the facte and drcumstences now known, management believes that it has recorded the probable coste fbr dealing with those environmentel matters of whtoh NS Rail is aware. Further, management believes that it is unlikely that any known matters, either Indivkluaily or In the aggregate, will have a material adverae effed on NS Rail's finandal pos'itton, resulte of operations, or liquklity.

Insurance

NS Rail obtelns on behalf of itself and ite subsidiaries insurance fbr potential losses for third-party liability and first-party property damages. NS Rail is currently self-insured up to $25 million and above $1 billion per occurrence for bodily injury and property damage to ttiird parties and up to $25 millton and above $175 million per occurrence for property owned by NS Rail or in NS Rail's care, custody or conbd.

Purchase Commttmente

At December 31,2009. NS Rail had outetanding purchase commitmente totaling approximately $208 millton for long-term service contracte through 2019 as well as back material, RoadRailer® bailers, and freight cars in connedion with ite capital programs through 2011.

Change-in-Control Arrangements

NS has compensation agreemente with oHtoera and certain key emptoyees ttiat become operative only upon a change in control of NS, as defined In those agreements. The agreements provtoe generally for paymente based on compensation at the time of a covered individual's involuntety or other spedfied teimination and fbr certain other benefite.

(Railroad Annuai Report R-1

15c Road Initials: NS Rail Year 2009

Guarantees

In a number of instances, NS Rail has agreed to indemnify lendera for additional coste they may bear as a result of certain changes In laws or regulations applicable to tiieir loans. Such changes may include impositions or modifications with resped to taxes, duties, resenres, liquidity, capitei adequacy, special deposite, and similar requiremente retating to extensions of credit by, deposlte with, or ttie assets of liabilities of such lenders. The nature and timing ofchanges in laws or regulations applicable to NS Rail's flnandngs are inherenUy unpredidable, and therefore NS Rail's exposure In connedion with the foregoing Indemnifications cannot be quantified. No liability has been recorded related to these indemnifications. In the case of one type of equipment financing. NSR's Japanese leverage leases. NSR may tennlnate the leases and andltaiy agreemente if such a change-in-law indemnity is triggered. Such a temiination would require NSR to make eariy temiination paymente that woukl not be expected to have a material effed on NS Rail's finandal position, results of operations, or liquidity.

NS Rail has indemnified parties in a number of transactions for U.S. income tex wittiholding imposed as a result of changes in U.S. tax law. In all cases, NS Rail has the right to unwind ttie related transaction if the withholding cannot be avoided in the future. Because these indemnities would be triggered and are dependent upon a change in the tax law, the maximum exposure is not quantifiable Management does not t>elieve that It is likely that It will be required to make any paymente under these indemnities.

As of December 31, 2009, NSR is contingentiy liable as a guarantor with resped to $7 million of indebtedness, due in 2019, of an entity in which they have an ownership interest, ttie Teiminal l^iiroad /Vssodation of SL Louis. Four otiier railroads are also jointly and severally liable as guarantora for this indebtedness. No liability has been recorded related to this guaranty.

15. Freight Rates

in 2009. NS Rail continued ite reliance on private conbads and exempt price quotes as the predominant pricing mechanism. Thus, a major portion of NS Rail's freight business is not currently economically regulated by the govemment In general, maricet forces have been substituted for govemment regulation and now are the primary determinant of rail service prices.

In 2009, NS Rail was found by the STB to be "revenue adequate' based on the results for the year 2008. A railroad is "revenue adequate" under the applicable law when its retum on net Investment exceeds the rail industry's composite cost of capital. This determination is made purauant to statutory requirement


(This page intentionally left blank)


210. RESULTS OF OPERATIONS (Dollars in Thousands)

1. Disdose the requested information for the respondent pertaining to the resulte of operations for the year.

2. Report totel operating expenses from Schedule 410 of this report Any disparities in expense amounte shown in this schedule and expense amounte reported In Schedule 410 must be fully explained on page 18.

3. List dividends from investmente accounted for under the cost mettiod on the appropriate line No. 19 for Account No. 513, "Dividend Income." List dividends accounted for by the equity mettiod on the appropriate dividend line No. 25 under the "Income from Affiliated Companies" subsection of this schedule.

4. All contra entries hereunder should be indicated in parenthesis 5. Cross-checks

Schedule 210 Line 15, (X)lumn(b) Line 47 plus 48 plus 49, column (b) Line 50, column (b)

Line 14, column (b) Line 14, column (d) Line 14, column (e)

Schedule 210 : Line 62. column (b) : Line 63. column (b) : Line 64. column (b)

Schedule 410 : Line 620. column (h) : Line 620. column (f) : Line 620. column (g)

Line No.

Cross Check

Item

(a)

Amount for current year

teJ

Amount for preceding year

isl

Freight-related revenue & expenses

Jdj

Passenger-related revenue & expenses

(e)

Line No.

ORDINARY ITEMS OPERATING INCOME

Railway Operating Income (101) Freight (102) Passenger (103) Passenger-Related (104) Switching (105) Water Transfers (106)[}emurrage (110) Incidentei (121) Joint Fadhty-Credit (Debit) (122) Joint Facility-Debit (Credit) (501) Railway operating revenues (Exduslve of transfers

from Govemment Authorities-lines 1-9) (502) Railway operating revenues-Transfers from

Govemment Authorities for current operations (503) Fteilway operating revenue&Amortization of defered

transfers from Govemment Authorities TOTAL RAILWAY OPERATING REVENUES (lines 10-12)

(531) Railway operating expenses Net revenue firom railway operations

OTHER INCOME (506) Revenue from property used in other than canier operations (510) Miscellaneous rent income (512) Separately operated properties-Profit (513) Dividend Income (cost method) (514) Interest Income (516) Income from sinking and other funds (517) Release of premiums on fended debt (518) Relmbursemente received under contracte and agreemente (519) Miscellaneous income

Income from affiliated companies: 519 a. Dividends (equity mettiod) b. Equity in undisbibuted eamings (losses)

TOTAL OTHER INCOME (lines 16-26) TOTAL INCOME (lines 15.27)

MISCELLANEOUS DEDUCTIONS FROM INCOME (534) Expenses of property used in ottier than canier operations (544) Miscellaneous taxes (545) Separately operated properties-Loss (549) Maintenance of investment organization (550) Income transferred under contracte and agreemente (551) Miscellaneous income charges (553) Uncollectible accounte

TOTAL MISCELLANEOUS DEDUCTIONS (lines 29-35) Income available for fixed charges (lines 28.36)

7.616.521

66.893

148.971 136.272

7.968,657

7,968,657 6,190.644 1,778.013

1.484 41.373

27.906 11.136

3

149.680

47 231.629

2.009.642

20.455

18.717

39.172

10.330.756

71,986

129,170 129,428

7,616,521

66.893

148.971 136.272

10.661.340 7.968.657

10.661.340 7.968.657 7.803.714 6.190.644 2.857.626 1.778,013

1,956 41.121

25.173 32.878

6

122,951

(659) 223,426

3.081,052

20.498

47.976

68.474 1.970.470 3.012.578


Road Inibals: NSRa i l Year: 2009 17

210. RESULTS OF OPERATIONS - Con t i nued


tine" No.

38 39 40 41 42 43

44

45 46

47 46 49 50 51 52

S3 54 55

56 57 58 59 60 61

62 63 64 65 66 67

Cross Check

a

• a

*

* *

Item

(a)

FIXED CHARGES

(546) Interest on funded debt:

(a) Fixed interest not In default

(b) Interest In default

(547) Interest on unfonded debt

(548) Amortization of discount on fended debt

TOTAL FIXED CHARGES (lines 38-41)

Income after fixed charges (tines 37 .42)

OTHER DEDUCTIONS

(546) Interest on funded d e b t

(c) Contingent interest

UNUSUAL OR INFREQUENT ITEMS

(555) Unusual or infrnqimnt items (debit) credit

Income (Loss) from continuing operations (before Income taxes)

PROVISIONS FOR INCOME TAXES

(556) Income taxes on ordinary income:

(a) Federal income taxes

(b) Stete Income taxes

(c) Other income taxes

(557) Provision for defened taxes

TOTAL PROVISIONS FOR INCOME TAXES (lines 47-50)

Income from continuing operations (lines 46+51)

DISCONTINUED OPERATIONS

(560) Income or loss from operations of discontinued segmente Oess applicable Income taxes of $ )

(562) Gain or loss on disposal of discontinued segmente (less applicable Income taxes of S )

Income before extraordinary Items (lines 52+53+54)

EXTRAORDINARY ITEMS AND ACCOUNTING CHANGES

(570) Extraordinary Items (Net)

(590) Income taxes on extraordinary Items

(591) Proviston for defened taxes-Extraordinary items

TOTAL EXTRAORDINARY ITEMS (tines 56-58)

(592) Cumulative effect of changes In accounting principles (less applicable tax of $ )

Net Income (Loss) (lines 55+59+60)

Reconciliation of net railway operating Income(NROI)

Net revenues from railway operation

(556) Income taxes on ordinary Income ( - )

(557) Provision for deferred income taxes ( - )

Income from lease of road and equipment ( - )

Rent for leased roads and equipment ( + )

Net railway operating Income Ooss)

Amount for

current year

(b)

36.069

130.416

55

166.540

1,803,930

1,803,930

278,090

11,374

366,597

656,061

1,147,869

1.147.869

1.147.869

1.778.013

(289.464)

(366.597)

(7.368)

22.832

1.137,416

Amount for

preceding year

(c)

44,157

121.489

115

165.761

2,846,817

2,846,817

658,008

79,864

344,925

1.082,797

1,764.020

1.764.020

1,764.020

2,857,626

(737.872)

(344.925)

(7.736)

23,758

1.790.851

Line

No

36

39

40

41

42

43

44

45

46

47

48

49

SO

51

52

53

54

55

56

57

58

59

60

61

62 63 64 65 66 67



Notes and Remarks For Schedules 210 and 220



220. RETAINED EARNINGS ([dollars in Ttiousands)

1. Show below the Items of Reteined Eamings Accounte of the respondent fbr ttie year, classified in accordance witti the Unifomi System of Accounte for Railroad Companies.

2. A l contra entnes hereunder should be shown In parentheses. 3. Show under 'Remarks' the amount of assigned Federal Income tax consequences for Account 606 and 616. 4. Segregate in column (c) all amounts applicable to the equity in undistributed eamings (losses) of affiliated companies based on the

equity method of accounting. 5. The totel of column (b) and (c), lines 3 and 7. stiould agree with line 61 column (b). Schedule 210. 6. Include In column (b) only amounte appllcat>le to reteined earnings exclusive of any amounte hiclucted in column (c).

Line No.

Cross Check

Item

(a)

Reteined eamings-

Unappropitated

(b)

4,791,593

1,147,869

1.147.869

172

-

172 1.147,697 5,939.290

5,939^90 • : • : • : • : • : • : • : • : •

::: 1:::;: 1:1:;: 1: r . ; - ; . ; . ; . ' . ; . ; - ;

• : • ; • : • : • : • : • : • : •

Equity m undistributed eamings (tosses) of affiliated companies

(0

'

N/A*

Ijiijifii*:;::: • : • : • : • : • : • : • : •

: : ; : : : : : ; : : : : : :

iiiii::|:;:;:i: ! " i " ' " ; " i ' i ' i ' : • I • ' . • : • : • : • : • : •

Line No.

1 2

3 4 5 6

7 8 9

10 11 12 13 14 15 16

17 18 19 20 21

22 23

Balances at beginning of year (601.5) Prior perkid adjustmente to beginning reteined eamings

CREDITS

(602) Credit balance Uansferred fram income (603) Appropnations released (606) Other credHs to reteined eamings

TOTAL

DEBITS

(612) Debit balance transferred from Income (616) Ottier debite to retetoed eamings (620) Approprfattons fbr sinking and other funds (621) Appropriations for ottier purposes (623) Dividends: Common stock

Preferred stock (1) TOTAL

Net hicrease (decrease) during year (Hne 6 minus line 13) Balances at ctose of year (Unes 1.2 & 14)

Balances from line 15 (c) Totel unappropriated reteined eamings and equity In undlslritHjted

(798) eamings (losses) of afftltaled companies at end of year

(797) Totel appropriated reteined eamings: Credite during year Debite during year Balance at ctose of' $0

Amount of assigned Federal Income tex consequences: Account 606 SNone Account616 SNone

(1) If any dividends have not i>een declared on cumulative preferred slock, give cumulative undeclared divMends at beginning of year and end of year.

* Resporxlent malnteins equity accounting tor affiliates by recording transactions into tiie books of accounte. Therefore, a separate reteined eamings memorandum account fer ttie financial reporting of the equity portion Is not matoteined.

Ralioad Annual Report R-1

20 Road initials- NSRail Year 2009

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(M

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2

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240. STATEMENT OF CASH FLOWS (Dollars In Thousands) 1

1 Give the information as requested conceming the cash ffows during the year. Eittier tiie direct or indirect meUiod can be used. The direct method shows as Its principal components operating cash receipts and payments, such as cash received from customers as cash paid to suppliers and employees, the sum of which is net cash fknv from operating activities. The indirect method starts witii net income and adjusts It for revenue and expense Items that were not the result of operating cash transactions in the current penod fo reconcile it to net cash from operating acbvities. If direct method is used complete lines 1 -41; indirect method complete lines 10-41. Cash for the puipose of this schedule shall include cash and cash equlveiente which are short-term, highly lk)uid investments readily convertible to 1 known amounte of cash and so near their maturity that they present iisignificant risk of changes in value because of changes in 1 Interest rates, informabon about ail investing and financing activities whk:h do not directiy affect cash shaH be separately disclosed in 1 fbotnotes to tiiis schedule. They shall cleariy relate the cash (if any) and noncash aspects of transactions. Examples of noncash 1 Investing and transactions include converting debt to equity acquinng assets by assuming directiy related liabilities, such as purohasmg a buikling by incurring a mortgage to ttie seller: obtaining an asset by entering into a capital lease; and exchanging noncash assets or liabiiities for other noncash assete or liabilities. Some transactions are part cash and part noncash; only the cash portion shall be reported directly in the statement of cash flows. RefertoFASStatementNo. 95, Statement of Cash Flows, for further details.

CASH FLOWS FROM OPERATING ACTiVITiES 1 lline No 1 2 3 4 5 6 7 8

1 ?

Cross Check

Description (a)

Cash received from operating revenues Dividends received from affiliates Interest received Other income Cash paid for operating expenses Interest pakJ (net of amounte capitalized) income taxes pakl Other-net NET CASH PROVIDED BY OPERATING ACTIVITIES (Lines 1-8)

Current Year (b)

Prior Year (c)

Line 1 No. 1 2 3 4 5 6 7 8 9 1

RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES 1 nline No 10

Cross Check

Description (a)

Income from continuing operations

Current Year (b) 1.147,869

Pnor Year (c) 1,764.020

Line 1 No. 10 1

ADJUSTMENTS TO RECONCILE INCOME FROM CONTINUING OPERATIONS TO NET CASH. PROVIDED BY OPERATING ACTIVITIES | Line No 11 12 13 14 15 16 17 18 19 20

21

Cross Check

Description (a),

Loss (gain) on sale or disposal of tangible property and investmente Depreciation and amortization expenses Increase (decrease) in provision for deferred income taxes Net decrease (increase) in undistnbuted earnings (losses) of affiliates Decrease (increase) in accounte receivable Decrease (increase) in materials and supplies, and ottier current assets increase (decrease) in current liablliHes other ttian debt Increase (decrease) in ottier-net Net cash provided from continuing operations (Lines 10-18) Add (subtract) cash generated (pakl) by reason of discontinued operations and exbaordlnary items NET CASH PROVIDED FROM OPERATING ACTIVITIES (Lines 19 & 20)

Cunent Year (b)

(10,610) 895,062 366,597

(6,302) 54,970 94,979

(423,604) (83.878)

2.035.083

2.035,083

Prior Year (c)

(42.882) 858.942 344.925 (16.341) 274,207 (26.133)

(120.140) (304,530)

2,732,068

2.732.068

Line 1 No. 11 12 13 14 15 16 17 18 19 20

21 1

CASH FLOWS FROM INVESTING ACTIVITIES 1 [Line

No. 22 23 24 25 26 27 28 29

Cross Check

Description (a)

Proceeds from sale of property and other transacttons Capital expenditures Net change in temporary cash investments not qualifying as cash equivalente Proceeds from sale/repayment of investment and advances Purchase pnce of long-term investment and advances Net decrease (increase) in sinking and other special funds Other-net NET CASH USED IN INVESTING ACTIVITIES (Lines 22-26)

Current Year (b)

39,175 (1.290^78)

(90,386) 29,477

(175,763) 23,449

1 (1,464,326)

Prior Year (c)

90,979 (1,554.128)

46 305,972 (87,045) 461,948

(782,228)

[Line 1 No. 22 23 24 25 26 27 28 29

(Continued on next page)

Railroad Annuai Report R-1

22

Line No. 30 31 32 33 34 35 36 37

38 39

40 41

Cross Check

'Only app

240. STATEMENT OF CASH FLOWS (Concluded) (Dollars in Thousands)

CASH FLOWS FROM FINANCING ACTIVITIES Description

(a) Proceeds from issuance of Iong-temi debt Principal payments of long-term debt Cash dividends paid Other paid-in capital Advances from NS Advances and repaymente to NS NET CASH USED IN FINANCING ACTIVITIES (Lines 30-35) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (Lines 21,29 & 36) Cash and cash equivalents at beginning ofthe year CASH AND CASH EQUIVALENTS AT END OF THE YEAR (Lines 37 & 38)

Footnotes to Schedule 240

Cash paid during the year for:

interest (net of amount capitalized)* income taxes (net)*

ies if indirect mettiod is adopted.

NOTES AND REMARKS


Current Year (b)

100,000 (286,069)

-98,222 17,625

(145,463) (215,685) 355,072

572,137 927,209

62,069 359,535

Prior Year (0

425,000 (544,817) (890.000)

20,576 299,313

(854,440) (1.544,368)

405.472

166.665 572,137

76,279 572,977

Line No. 30 31 32 33 34 35 36 37

38 39

40 41



245. WORKING CAPITAL (Dollars n Thousands)

1. This schedule should include only data pertaining to railway transportatton services. 2. Carry out catoulation of lines 9,10,20 and 21, to the nearest whole number.

Line No.

1 2 3 4

5 6 7 8

9 10

11 12 13 14 15

16 17

18 19

20 21 22 23 24

25

26

27 28

Item

(a)

CURRENT OPERATING ASSETS Interline and Other Balances (705) Customers (706) Other (707) TOTAL CURRENT OPERATING ASSETS

OPERATING REVENUE Railway Operating Revenue Rent Income TOTAL OPERATING REVENUES Average Daily Operating Revenues Days of Operating Revenue in

Current Operating Assets Revenue Delay Days Plus Buffer

CURRENT OPERATING LIABILITIES Interline and Other Balances (752) Audited Accounts and Wages Payable (753) Accounts Payable-Other (754) Other Taxes Accrued (761.5) TOTAL CURRENT OPERATING LIABILITIES

OPERATING EXPENSES Railway Operating Expenses

Depreciation

Cash Related Operating Expenses Average Daily Expenditures Days of Operating Expenses in Current

Operating Liabilities pays of Working Capital Required Cash Working Capital Required Cash and Temporary Cash Balance Cash Working Capital Albwed , MATERIALS AND SUPPLIES Total Material and Supplies (712) Scrap and Obsolete Material included

in Acct. 712 Materials and Supplies heM for Common

Carrier Purposes TOTAL WORKING CAPITAL

Notes: (A) Use common carrier portion only. Commor

(B) Rent Income Is the sum of Schedule 410, c 135, 208. 210.212. 227, 229. 231, 312, 314. a revenues to produce total revenues. Rent incc the rent revenue items from operating expense

(C) If result is negative, use zero.

Source

No.

Schedule 200, line 5, column b Schedule 200, line 6, column b Note A Line 1+2 + 3

Schedule 210, line 13, column b NoteB Lines 5 + 6 Line 7 + 360 days

Line 4 + line 8 Lines 9+ 15 days

Schedule 200, line 31, column b Note A Note A Note A Sumof l inesll to14

Schedule 210, line 14, column b Schedule 410, lines 136,137,138,213, 232,317, column h Line 16 +line 6-line 17 Line 18+ 360 days

Line 15 +line 19 Line 10 - line 20 (Note C) Line 21 x line 19 Schedule 200, line 1 + line 2, column b Lesser line 22 and line 23

Note A

Note A

Line 25 - line 26 Line 24 + line 27

1 canier refers to railway transportatton service.

olumn h, lines 121,122,123,127,128.129.13: nd 316. Rent income is added to railway operat )me is also added to total operating expenses to 1.

23

Amount

(b)

49,066 402.585

62,624 514,275

7,968.657 219,543

8,188,200 22,745

23 38

233 8,136 2,642

142,903 153,914

6,190,644 892,035

5,518,152 15,328

10 28

429.184 1.017,595

429,184

163,735

163.735 592,919

Line No.

1 2 3 4

5 6 7 8

9 10

11 12 13 14 15

16 17

18 19

20 21 22 23 24

25

26

27 28

i. 134. ing exclude


24 Road Initials: NSRail Year: 2009 NOTES AND REMARKS



GENERAL INSTRUCTIONS CONCERNING RETURNS IN SCHEDULES 310 AND 310A

1. Schedule 310 should give particulars of stocks, bonds, and other secured obligations, unsecured notes, and investment advances of affiliated companies hekj by respondent at the ctose of the year. Also, disclose the investmente made, disposed of, and written down during the year and the applicable dividends and interest credited to income as a result of ttiose Investmente. They should exclude securities issued or assumed by respondent. For definition of affilited companies, see the rules goveming Account No 721 "Investments and Advances; Affiliated Companies', in tiie Unifbrm System of Accounts for Railroad Companies.

2. List the invesbnente in the following order and show a totel for each group and each class of investment by accounte in numerical order.

(A) Stocks (1) Carriers-active (2) Camers-inactive (3) Noncarriers-active (4) Noncarriers-inactive

(B) Bonds (including US govemment bonds) (C) Ottier secured obligattons (D) Unsecured notes (E) Investment advances

3. The subdassification of classes (B), (C), (D), and (E) should be the same as ttiose pravided for class (A).

4. The kinds of industry represented by respondent's investmente in the securities of other companies should be shown by symbol opposite the names of the issuing corporations. The symbols and industiial classiflcations are as foltows:

Symbol lOnd of Industiy I Agriculture, forestry, and fisheries

II Mining III Constfuctton IV Msnufachjring V Wholesale and retail trade VI Finance, insurance, and real estate VII Transportetion. communications, and other public utilities

VIII Servk«s IX Govemment X Another

5. By carriera. as the temn Is used here, is meant companies owning or operating railroads, facilities auxiliary thereto such as bridges, forries, unnn depots, and ottier terminal facilities, sleeping cara, parior cars, dining cars, freight cars, express servtees and facilities, electric railways, highway motor vehicles, stoamboate and other marine transportatton equipment, pipe lines (other than those for bansportation of water), and otiier instnimentalities devoted to Uie transportetion of persons or property for hire. Telegraph and telephone companies are not meant to be included.

6. Noncanier companies shoukl, for the purposes of these schedules, include telephone companies, telegraph companies, mining companies, manufacturing companies, hotel companies, eto. Purely hoUing companies are to be classified as noncanier companies, even though the secunties held by such companies are largely or entirely issued or assumed

by carriers.

7. By an active corporation is meant one which maintains an organizatton for operating property or administering ite financial affairs. An Inactive corporation is one whksh has been practically absorbed in a controlling corporation and which neither operates property nor administers ite financial affairs, if It maintems an organization it does so only for the purpose of complying with legal requirements and maintaining title to property or franchises.

8. Combine in one account investmente in which the original cost or present equity In total assets is less than $10,000.

9. Include invesbnente in unincorporated entities such as lessee organizations. Exclude amounte normally settled on a current basis.

10. Do not include the value of securities issue or assumed by respondent.

11. For affiliates which do not report to the Surface Transportation Board and are Jointiy owned, disctose in fbotnotes the name and extent of control of the other controHIng entities.


26 Road Initials: NS Rail Year.

310. INVESTMENTS AND ADVANCES AFFILIATED COMPANIES

2009

1. Give particulars ofinvestments in stocks, bonds, ottier secured obligations, unsecured notes, and investment advances of companies affiliated with respondent, included in accounts Nos. 715, "Sinking Funds"; 716. "Capital Funds"; 721. "Investments and Advances Affiliated Companies"; and 717. "Ottier Funds."

2. Entries in this schedule should be made in accordance witti ttie definitions and general insbuctions given on | page 18, classifying the invesbnents by means of lettere. figures, and symbols In columns (a), (b) and (c).

3. Indicate by means of an arbitrary mart( In column (d) ttie obligation in support of which any security is pledged, mortgaged, or othenwise encumbered, giving names and ottier Important particulare of such obligations in { footnotes.

4. Give totals for each class and for each subclass and a grand total for each accounL 5. Entries in column (d) should show date of maturity of bonds and other evidences of indebtedness. In (

obligations of ttie same designation mature serially, ttie date in column (d) may be reported as "Serially to ." Abbreviata'ons in common use in standard financial DUblications mav be used to consen/e soace.

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38

Account No.

(a) 721

Class No.

(b) A-1

A-3

Kind of indusby

(c) Vll

X

Name of issuing company and also lien reference, if any (include rate for preferred stocks and bonds)

(d) Beit Railway Company of Chicago (1) Kansas City Temriinal Rwy. (2) Peoria and Pekin Union Rwy. (3) Winston-Salem Souttibound Rwy. Co. (4) Temriinal Railroad Association of St. Louis (5) TTX Co. (fonnoriy Trailer-Train Co.) (6) Augusta & Summen/iile RR Co. (7) Central Transfer Rwy. and Storage Co. (8) Nortti Charieston Tenninal Co. (9) Woodstock & Btocton Rwy. Co. (10) Chatiiam Tenninal Co. (11) Beaver Street Tower Co. (12) Meridian Speedway, LLC (13) PTC 220, LLC (14) MeteorComm, LLC (15) Pan Am Souttiem, LLC (16)

Totel A-1

Norfolk Souttiem Corp. (17) Totel A-3

(1) Controlled jointty-other RRs own 75% (6) Controlled jolntiy-other RRs own (2) Controlled jointty-other RRs own 91.67% (7) CSX Transp., Inc. owns 50% (3) Controlled jointty-other RRs own 59.36% (8) CSX Transp., Inc. owns 50% (4) CSX Transp., Inc. owns 50% (9) CSX Transp.. Inc. owns 66.67% (5) Controlled jointly-other RRs own 85.71% (10) CSX Transp., Inc. owns 50%

»se

Extent of Control

(e) 25.00

8.33 40.64 50.00 14.29 19.65 50.00 50.00 33.33 50.00 50.00 25.00 27.26 50.00 25.00 50.00

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38

80.35%



310. INVESTMENTS AND ADVANCES AFFILIATED COMPANIES-Continued (Dollars in Thousands)

6. If any of the companies in this schedule are controlled by respondent the percent of conttol should be shown in ookimn (e). In case any company listed is conbolled other ttian through actual ownership of securities, give particulare in a footnote In cases of joint control, give names of other parties and particulars of control.

7. If any advances reported are pledged, give particulara in a footnote. 8. Invesbnents in companies in whtoh neither the original cost or present equity in totel assets are less than $10,000 may be

combined in one figure. 9. Also included should be investmente In unincorporated entities such as lessee organizations (exclusive of amounts nominally

settied on a current basis). 10. This scfiedule should not include securities issued or assumed by respondent. 11. For affiliates which do not report to tiie Interstete Commerce Commission and are jointly owned, give names and

and extent of control of other entities by footnotes.

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36

Investments and advances Opening balance

(f) 173

• 157 623 330 309 28 19 35

120 19

* 273,718

13,614

--

289,145

.

968.246 968.246

37 1 38 1

Additions

(a)

700

9.591 2

10.479 140.911 161.683

108,875 108,875

Deductions (if ottier than sale, explain)

(h)

500

500

5,481 5,481

Closing balance

(i> 173

* 157

1,323 330 3U9 28 19 35

120 19

* 283,309

13,116 10,479

140,911 450.328

1,071,640 1,071.640

Disposed of: profit (loss)

G)

Line 14, column h, represente a reclassification of investinent

Adjustmente Account 721.5

(k) 20

20

.

Dividends or interest credited

to income (I)

Line 22, columns g & h, represents unrealized maricet gains (Accounting Stendards Codification 320) and stock donations, respectively

« Canying value is zero

(11) CSX Transp.. Inc. owns 50% (14) Ekanet. Inc owns 50% (12) CSX Transp.. Inc. owns 50% and FEC owns 25% (15) Controlled jointly - Ottier RRs own 75% (13) KCS owns 72.74% of ttils LLC (16) Boston & Maine owns 50%

(17) Une 23. col (f) and cd. (i) see note 10. page 10

27

Line No.

1 1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38


28 Road Initials: NSRail Year: 2009

310. INVESTMENTS AND ADVANCES AFFILIATED COMPANIES-Continued

Line No /

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40

Account No.

(a) 721

'

Class No.

(b) E-1

E-3

Kind Of industry

(c) Vll

X X VI

(Dollara in Thousands)

Name of issuing company and also lien reference, if any (include rate for preferred stocks and bonds)

(d) Akron Barberton Belt Rwy. Kansas City Terminal Rwy. Tenninal Railroad Association of SL Louis Central Transfer Ry. & Storage Co. North Charieston Tenninal Co. Chatiiam Terminal Co. Beaver SL Tower Co. Woodstock & Blocton Rwy. Co. Pan Am Southem, LLC

Totel E-1

Norfolk Souttiem Corporation Ottier (principally Iong-temi Investmente in certificates of deposit) Souttiem Region Indusb'ial Realty, Inc.

Totel E-3

Totel 721

Extent of Control

(e)

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40


Road Initials: NSRail Year: 2009

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40

Opening balance

(f) 114

3,133 170 25

1,089 5 5

10 -

4.551

39,731' 9,778

383

49,892

1,311,834

310. INVESTMENTS AND ADVANCES AFFILIATED COMPANIES-Concluded (Doltera In Thousands)

Additions

(g)

5.000

5.000

.

275,558

Deductions (If otiier ttian sale, explain)

(h)

-

5,732

5,732

11,713

Closing balance

(1) 114

3,133 170 25

1.089 5 5

10 5,000

9,551

39,731 4,046

383

44.160

1,575.679

(20 351.098

1,926,757

Disposed of profit (loss)

0)

721.5 Totel Sch. 31 QA Totel

Line IS. column h, includes a reclassificaUon of invesbnent

Adjustmente Anmunt 721.5

(k)

20

Divktends or interest credited

to income (1)

29

Line No.

1 1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40


30 Road Initiais: NS Rail Year 2009

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Road Initialg: NS RaU Year. 2009 31

INSTRUCTIONS CONCERNING RETURNS TO BE MADE IN SCHEDULE 330

1 G m paitKUllfS of balmcM at Uia beginning and ctoa* of ttw yflor and or all dwigae durtng Itis yaar In Accouni No 731,-Road and EqulpBianI Pmparty*. and Aeoourt No 732, 'knprovamanlK on Laaaad Prepaity", claavflad by pnmaiy aeeouiKa In aeeofdanca Htt i Iha Unlfbnn Syatam of Accounts for RalliDBd Companleo The balancas. by prtmaiy aocoirta, iliould imofar aa known, ba ataled hi oohann (b) and all changas mado durnig Ihe year ihould bo analyzed HI columnBlc) to (f), hclmlwe Cotumn(h)a1haaggiagatBOf oolunina{b}to<f), Induaiv* Grand tolalBOfeolumnotb) and Ih) ahould equal ttia aun of Aocounls731 end 732 torttie laspaebveperiods, Ifnot, f id mplanetionahoidd be made m a tootanta

2 In oolumn(e) a n 10 bo aluwidWiuaainenla made far the ipectfic putpoae of purohasmg oonstnjciing andsqtdpptignawllnaa, andfertheeetenenn 04 old Nneo. es provldsd for m Inabucttan ^ 1 . nienis to be itiaigod-, ot the UnHbmi System of Acoounts for Ralread Compamse tor sucti items

3 bl colunn Id) la to bestnnn ttw cost o fa railway or pofbonlfieraof, aoquvedee en openUng entity Of ayilamliypurcliasa, meiger. consoHdebon. rao19aniart10n.recewe11h1psalaefbanstw.Of uUiaiiisa

4 bl columns <e) end (e) should ba Included all entiles coveilng expandltuns for eddttons end betlannanls, e i defined, whether or not lapladng other property

6 In column if) should ba antaiad all eredks repieeeiaiiu piopaily sold, ebandoned. orottieiwisa ratbad 0 Botti die debit end credit lnvohedneech1mnehr,ad)usbiienl or deannca bebween med end equiprnenl accourts, ahObU be ndudedm the column In

iidilcfi the Item WBS MUBlly bKludad. a lw Hw Iransfw Iff pdor yaan'diUts Of credits f nm awaebnert In nad end equlpniafit to operebng expenses or olher occouiila, or vKe t t tns . shoidd be bwkjded bi the coiumnapplcable to cunent Hems of Mte netura Each such banafer, adjustmanl. aretsennea ehoiid be ftdly espleined when 01 eiaess of (100,000

7 If during die year en indhndiailciiefge of (100,000 or mora WW meda to Aooount No 2, l a n d for TnnspoiMion Pupoaaa' stete In a foobiole Bw ooel locallon, ana. end other detsllsuhlohaiaildentlfythe pnpeity

8. Report on bna 20 amounts not Includible bl t i e primary nad aeeouits The hams reported should be bnefly Menllfled and explained under'Notee and Ramariie'' below Amoimla ahould ba lapoitad on ttiis Ine only under spedel cvcumelenBee, usuely after pennnalon la obtained fmm the Commnefon for axcapbotie to prescribed accounlhig Refarenca to auch authority ahould ba made edienespbilning die emountsrapoited Raspondards muat not mek* eiblbafy changee to die printed alid> or cokitnn haedkige arthout apacrite aidhorily fmm the Commlaalon

0 If digtaig Ihe yeer e aegmsrt of banaportatton property was acqulrad. atste In a fachwta the name of die vender. the roleage eoqiared, end the date of acqiBslfcn, giving tamimi end the coat of die property to die lespondent Aleo hamsh e stetefseid of the amouri included m each primaty aceounC lepneeWHigeuclimHieityaoqiwad, ledsiilnqtottie column orodumnsbi which die smilss ifipear 10 If an amount of leee dian 12,000 la uaed es die minimum for eddMons and baMiTMnts to piopeity bwestmanl accourts as pravided fer tai Insbuctioft 2.2

oflhe UnHormSyeleni of Acoounis for RatboadConipenlee, i M e b i a foottiota the amount used

NOTES AKD REMARKS Recencill««lon of DBPfcl l lon E»i»nM te Setwdute 410

RoadtColumnteH

602,152 Schedule 410. Lines 136 -138, CoKimn (h) 3,406 Shop Machinery Schedule 335. Une 26, coluinn(c) 8,830 [JepieciBllon capitalized

614.388 Totel

500,759 Schedule 335. Une 30, Column (c) 179 Schedule 339, Une 41, Colutnn(c)

23,450 Schedule 342. Une 29 , Column (c) ^ ^ 6 1 0 8 8 Total

EoulnnMnitfeBliminleH

289,883 Schediie 410, Sunt of Unas 213.232,317, Column (h) (3/406) Shop Machlneiy

- Other _286,47^Total

284,471 Schedule 335, Une 40, Column (c) 2,006 Schedule 342, Une 38, Column fc)

286,477

Schedule 342 tColiminlcn

23,450 Roed 2,006 Equipment

25,456 Schedule 342. Une 39

Reconiillletlon of Accumuleled Denreelatlon and Amoitlatlon to Schedule 200

8,628,230 Schedule 335, Line41, Column (g) 213,217 Schedule 342, Line 39, Column (g)

8.841.447

^|841J4^Schedule 200. Line 27, Column (b)

Ralroad Annual Report R-1

http://rao19aniart10n.recewe11h1psalaefbanstw.Of

32 Road Initials: NS Rail Year: . 2009

330. ROAD PROPERTY AND EQUiPi\4ENT AND IMPROVEMENTS TO LEASED PROPERTY AND EQUIPMENT (Dollars in Thousands)

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39 40 41 42

43

Cross Check

Account

(a) (2) Land fbr transportation purpose (3) Grading (4) Other, right-of-way expenditures (5) Tunnels and suk)ways (6) Bridges, trestles, and culverts (7) Elevated structures (8) Ties (9) Rail and other track material

(11) Ballast (13) Fences, snow sheds, and signs (16) Station and ofTice buildings (17) Roadway buildings (18) Water stations (19) Fuel stations (20) Shops and enginehouses (22) Storage warehouses (23) Wharves and docks (24) Coal and ore wharves (25) TOFC/COFC temiinals (26) Communications systems (27) Signals and interlocker (29) Power plants (31) Power-transmissions systems (35) Miscellaneous structures (37) Roadway machines (39) Public improvements-Construction (44) Shop machinery (45) Power-plant machinery

Other (specify and explain)

TOTAL EXPENDITURES FOR ROAD (52) Locomotives * (53) Freight-train cars (54) Passenger-train cars (55) Highway revenue equipment (56) Floating equipment (57) Work equipment (58) Miscellaneous equipment (59) Computer systems and word processing equip

TOTAL EQUIPMENT (76) Interest during construction (80) Other elements of investment (90) Construction in progress

GRAND TOTAL

Balance at beginning

of year

(b) 1,985,378 2,934,359

8,948 260,951

2,239,266 40,634

3,476,167 4,813,123 1,717,405

7,033 584,210 49,890

0 57.735

271,630 4,143

27 173,260 545,630 445,437

1,120,181 2.787

34,734 16,110

428.236 527.692 100,210 15.386

0

21,860,562 3,872,566 2,852,456

0 160.515

0 136,080 203,851 350,766

7,576,234 0 0

450.155

29,886,951

Expenditures during

the year for original

road and equipment

and road extensions

(c)

Expenditures during

the year for pun:hase

of existing lines.

reorganizations, etc.

(d)

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39 40 41 42

43



330. ROAD PROPERTY AND EQUIPMENT AND IMPROVEMENTS TO LEASED PROPERTY AND EQUIPMENT-Continued (Dollars in Thousands)

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39 40 41 42

43

Cross Check

Expenditures for additions during the year

(e) 12.135 41.592

15 53,681 77,313 4,025

267,061 303,030 128,627

793 17,842

0 0

2.821 16,804

0 34

3.807 21,618 46,987

- 97,250 0

13,057 2,083

37,618 57,181 10,845

0 0

1,216.219 71,913 49,218

0 12.940

0 5.507

17,166 32,446

189.190 0 0

(115,960)

1,289,449

Credits for property retired during the year

(f) 2,007

824 0 0

3,489 0

78,945 86,968 34.110

0 300

1 0

(6) 313

0 0

1.415 1.254 7,995

10,041 0 8 0

7,000 17,764

229 0 0

252,657 17,544 73,653

0 11,003

0 1,774 9,338 3,930

117.242 0 0

9,357

379,256

Net changes during the year

(g) 10,128 40,768

15 53.681 73.824 4.025

188.116 216.062

94.517 793

17,542 (1) 0

2.827 16.491

0 34

2.392 20,364 38,992

- 87,209 0

13,049 2,083

30,618 39.417 10,616

0 0

963,562 54,369

(24,435) 0

1,937 0

3.733 7.828

28,516

71.948 0 0

(125,317)

910,193

Balance at close of year

(h) 1,995,506 2,975,127

8,963 314,632

2,313,090 44,659

3.664,283 5,029,185 1,811,922

7,826 601,752

49,889 0

60.562 288.121

4,143 61

175,652 565.994 484,429

1.207.390 2.787

47,783 18.193

458,854 567,109 110.826 15,386

0

22.824,124 3.926,935 2.828,021

0 162,452

0 139.813 211.679 379.262

7,648.182 0 0

324.838

30,797.144

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20

-21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39 40 41 42

1 43


34 Road Initials: NS Rail Yean 2009

332. DEPRECIATION BASE AND RATES - ROAD AND EQUIPMENT OWNED AND USED AND LEASED FROM OTHERS (Dollars in Thousands)

1 Show In columns (b) and (e), Ibr each primary account, Ihe depredation beee ueed to compute Ihe depredation diaigas for die month of January, and In columns (c)

accounts, leepecdvaly, aecertainad by applying Iha primary account compoalta ratea to the daproclalion base used bi oomputtig the chaigee for Daeambar and dividing

die total so computed by Ihe total depreciation base for die same mondi The dapreciadon baae ehouM not include the coot of equipment used, but not owned, when

die renta tharafbn are Induded m the rant for aqulpmsnt and Account Nos 31.22-4)0, 31-2M0, 31.25-00,31-21-00, 3M1-0a, 35-2300,3&'22-00, and 35-2500

It BhouU Indude the coot of equipment owned and Ieaaed to ottiera when Ihe rente ttiarelnim ere Induded In die rant for equipment Aocounta Nos. 324140, 32.22'O0,

32-2300, 32-25-00, 3S21-00,38-22.00, and 3S25O0, biduaive The composNa ratee used should ba those prescribed or ottwnnlsa auduiizad by Ihe

Commission, except dial where die uee of component ratee hes been authorized, die compoelte ratee to be ehown fbr Uie reepecdve primary accounts should be

2 AD leesed praperbes may be combined and one compoelte rate computed far each primary account, or a eeparato schedule may ba bicfudad for each auch property

3 Show bl columna (e), (f), and (g) data applcable to Lessor ptopeny, whan die rant therefore Is included In Account Nos 31-11-00,31-12.00,31-1300,31-21-00,

31-22-00, end 31-2300, indusne.

Authority for die dhcomlnuance of eccnials should be ehown bl a faobnte bidicatbig the eccounl(a) effected

Line No.

1 2 3 4 5 6 7 B g

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

31 32 33 34 35 36 37 3B

39

40

Account

(a) ROAO

(3) Grading (4) Other, right-of-way expenditures (5) Tunnels and subways (6) Bridges, trestles, and culverts (7) Elevated strndures* (8) Ties (9) Rail and other back material

(11) Ballast (13) Fences, snow sheds, and signs (16) Station and oflice buildings (17) Roadway buildings (18) Water stations (19) Fuel stations (20) Shops and enginehouses (22) Storage warehouses (23) Whan/es and dod(s (24) Coal and ore wharves (25) TOFCreOFC tenninals (26) Communicsrtions systoms (27) Signals and Interiocker (29) Powerplants (31) Power-transmissions systems (35) Miscellaneous stnjctures (37) Roadway machines (39) Public improvements-Constiuction (44)Shopmachinefy (45) Power-plant machinery

All other road accounts Amortization (Adiustments)

TOTAL ROAD

EQUIPMENT (52) Locomotives (53) Freight-train cars (54) Passenger-tiain cars (55) Highway revenue equipment (56) Floating equipment (57) Worit equipment (58) Miscellaneous equipment (59) Computer systems and

word processing equipment TOTAL EQUIPMENT

GRAND TOTAL

OWNED AND USED Depredation base 1/1

At beginning of year

(W

2.885.470 8.388

260.642 2.200.639

41,951 3.297.429 4.483.742 1.619,268

6,805 558,196 49.686

0 57.336

263.597 4.143

27 173.260 637.689 441.640

1.084.137 2.783

34.216 14.562

428.236 498.309 100.210 15.385

0 0

19.067.746

3.824.923 2.851,176

0 160,515

0 134,289 203,851 350.012

7.524,766

26.592,512

12/1 Aldose of year

(c)

2,916.222 8.389

308.862 2.245.031

45,976 3.454.035 4.670,515 1,699,809

7,227 575,472 49.685

0 59.384

276.733 4,143

27 175.490 556.506 468.432

1.154.671 2.783

45.339 16.582

453.660 549.004 109.540 15.385

0 0

19.868.902

3,867.271 2.833.995

0 163,920

0 138,392 218.194 375,734

7.597,506

27.466,408

Annual composite

rete (percent)

(d)

1.05% 1.05% 0.83% 1.03% 6.71% 3.13% 2.44% 2.50% 1.05% 2.85% 2.56% 2.33% 3.20% 2.00% 2.49% 2.86% 2.55% 3.07% 3.84% 1.78% 3.13% 2.50% 2.78% 5.64% 2.63% 3.40% 2.33% 0.00% 0.00% 2.29%

3.57% 3.29% 0.00% 6.84% 0.00% 2.32% 7.46%

12.96%

4.09%

2.79%

LEASED FROM OTHERS Depreciation base 1/1

At beginning o f ^a r

(6)

12/1 Aldose of year

(n

Annual composite

rete (percent)

(g)

NOT APPUCABLE - 5% RULE

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

31 32 33 34 35 36 37 38

39

40 * See Footnotes for Schedule 332 on Page 39.


Road Initial! . NSRail Year: 2009 35

335. ACCUMULATED DEPRECIATION - ROAD AND EQUIPMENT OWNED AND USED (Dollars In Thousands)

1 Disctose the FBquiTBd information In regard to credits and debits to Account No 735,'Accumulated Deprsclalioni Road and Equipment Property,'during the year relating to owned and used road and equipment. Include entries Ibr depreciation of equipment owned but not used when the resulting rents are Included in the'Leese Rentals - Credits - Equiprnenl'accounts and *Other Rents - Credits - Equipmenr accounts. Exdude any entries fbr depreoatian of equipment that Is used but not owned when the resulting rente are Included in'Lease Rental -Debit • Equipment' account and "Other Rents - Debit - Equiprnenl' accounts (See Schedule 351 for the accumulated depreciatton to road and equipment owned and leased to others). 2. If any data are included In cdumns (d) or (f), explain the entnes In detail. 3. A debit balance In columns (b) or (0) lor any pnmary account should be designated "Dr'

4. If there is any Inconsistency between the credits to the reserve as shown In column (c) and the charges to operating expenses, a fiill explanation should be gwen 5. Enter amounts representing amorttzatlon under an authorized amortlzatkin program other Ihan for defense projeds on lines 29 and 39

Une No.

1

2 3 4

5 6 7 8 9

10 11 12 13 14 15 16 17

18 19 20 21 22 23 24

25 26 27 28 29 30

31 32 33 34

35 36 37

38 39 40

41

Cross Check

1

I

* *

1 * 1

•

Account

(a) ROAD

(3) Grading (4) Other, right-of-way expenditures (5) Tunnels and subways (6) Bridges, trestles, and culverts (7) Bevaled structures (8) Ties (9) Rail and other track material

( l l )Banast (13) Fences, snow sheds, and signs (16) Statton and office buildings (17) Roadway buildings (18) Water stations (19) Fuel stations (20) Shops and enginehouses (22) Storage warehouses (23) Wharves and docks (24) Coal and ore wharves (25) TOFC/COFC tenninate (26) CommunKatlons systems (27) Signals and interiocker

(29) Powerplants (31) Power-transmissions systems (35) Miscellaneous stmctures (37) RoadwBV machines (39) Public improvemants-Constnjction (44) Shop machinery* (45) Power-plant machkiery

All other road accounts Amortization {Adjustments}

TOTAL ROAD

EQUIPMENT

(52) Locomotives (53) Freight-train cars (54) Rassanger-train cars (55) Highway revenue equipment (56) FkMting equipment (57) Work equipment

(58) Miscellaneous equipment (59) Computer systems and WP Equip.

Amortization Adjustments TOTAL EQUIPMENT

GRAND TOTAL


of year

<b)

416.947

1.462 32.959

271,724 38,114

1,071,113 1,335.913

305.690 3.527

195,727 26,187

0 10.971

86.133 1,556

28 81,667

133.983 229,790 225,773

2,262 13.471

6.721 163,513 82,268 38,818 9,098

0 65,152

4.8S0.567

1,339,832 1,288.130

0 82,103

0 48.753 78.183

226,430 183.650

3.247,081

8,097.648

CREDITS TO RESERVE During the year

Charges to operating expenses

( 0

70,501

113 3,417

36.810 480

164,138 143,381 45,174

77 17,054 1,294

0 1,997

5,511 103

4

4,428 18,064

17,659 20,621

96

1.003 434

14.011 3,406

390 0

(4,706) 590.759

138,882 94,787

0 8,989

0 3,175

16,116 46,602

(24,080) 284,471

875,230

Other

credits

{d)

0

0

0

DEBITS TO RESERVE During the year

Retirements

(e)

826

0 0

3.105 1

114.636 65.244 29,611

1 300

1 0

(1) 46 0 0

1,414 (614)

7.996 9.926

0 8 0

6,999 17,764

229

(1) 0

(1 257.490

17.496 45,914

0 9,107

0 1,370 9,354 3,917

0 87,158

344,648

Other debits

(f)

0

0

0

Balance at ctose of

year

(g)

486,622

1,575 36.376

305,429 38,593

1,120,615 1,414,050

321,253 3,603

212,481 27,480

0 12,969 91,598

1,659 32

84,681 152.661 239.453 236,468

2.358 14,466 7,155

181,813 78,515 41,995 9,469

0 60,447

5,183.636

1,461,218 1,337,003

0 61,985

0 50,558 84,945

269,115 199,570

3,444,394

8.626,230

Line No.

1

2

3 4 5 6 7 8 9

10 11 12 13 14

15 16 17

18 19 20 21 22 23 24

25 26 27 28 29 30

31 32

33 34 35 36 37 38 39 40

41

* To be reported with equipment expenses rather than W&S expenses Railroad Annual Report R-1

36 Road Initials: NSRail Yean 2009

339. ACCRUED LIABILITY-LEASED PROPERTY (Dollars in Thousands)

1 [Jlsdose the required Information relating to credits and debits of Account 772, 'Accmed Liability Leased Property,' dunng the year concerning road and equipment leased from others 2. In column (c), enter amounts charged to operating expenses; in column (e), enter debits to account arising from retirements; in column (f), enter amounts paid to lessor. 3. Any inconsistencies between credits to account, charges to operating expenses and payments to lessors should be fully explained 4. Required disdosure may be omitted if leased road and equipment property represents 5% or less of total property owned and used. 5. If settiement for depreciation is made currentiy between lessee and lessor, and no debits or credits to Account No. 772 are made by the accounting

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

31 32 33 34 35 36 37 38

39 40

41

Account

(a) ROAD

(3) Grading (4) Other, nght-of-way expenditures (5) Tunnels and subways (6) Bridges, trestles, and culverts (7) Elevated stnjctures (8) Ties (9) Rail and other track material

(11) Ballast (13) Fences, snow sheds, and signs (16) Station and office bulUlngs (17) Roadway bulMlngs (18) Water stations (19) Fuel statfons (20) Shops and enginehouses (22) Storage warehouses (23) Whanfes and docks (24) Coal and ore whanres (25) TOFC/COFC tenninals (26) Communfoations'systems (27) Signals and interiocker (29) Power plants (31) Power-transmissions systems (35) Miscellaneous structures (37) Roadway machines (39) Public Improvements-Constrtiction (44) Shop machinery* (45) Power-plant machinery

All other road accounts Amortization (Adiustments)

TOTAL ROAD

EQUIPMENT (52) Locomotives (53) Freight-tram cars (54) Passenger-train cars (55) Highway revenue equipment (56) Ffoating equipment (57) Woric equipment (58) Miscellaneous equipment (59) Computer systems and

won! processing equipment

TOTAL EQUIPMENT

GRAND TOTAL


of year (fa)

-

5,203

CREDITS TO ACCOUNTS During the year


(0

Other credits

(d)

DEBITS TO ACCOUNTS During the year

Retirements

(e)

NOT APPLICABLE - 5 % RULE

179

—

Other debits

(f)

Balance at dose of

year (g)

5.382

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

31 32 33 34 35 36 37 38

39 40

41

T o be reported with equipment expenses rather than W & S expenses.

Railroad /Annual Report R-1

Road Initals: NS Rail Year 2009 37

340. DEPREOATION BASE AND RATES-IMPROVEMENTS TO ROAD AND EQUIPMENT LEASED FROM OTHERS

(Dollars in Thousands) 1

1. Show m octamrt {b) for each pnniBfy account the deprsdabon bass used In computing Ihs dsprsdstlon chargss for the month of Januaiy, snd In eohimn (c) 1

dsprsclstlon clisrBSS fcf the monih of Oecembar, and on linss 30 and 40 of thess odumne show the eemposite psrcsntsge of sll raad and squlpnwnt aooounts. respaOlvely, ascertainsd by applylne the primaiy account composlts rates lo the daprecMon bsss used In compubng the charges for Oecembsr snd dhilding ms total to eompulsd by Ihs total dapTBCiatlon bass for ths same month This schsdule should induds only impreyemants to Isased property charges to Account 732, •Improvsmanta on Leased r>ropsrty.' Tha composlla raiss ussd shoukl be thoss prsecilbed or othenmlse sulhorlzad by Iha Comnlsnan, agioept thsl whsre Ihs uss of component ralas haa besn suOiorlzsd, Ihs cotnpoarts rstae to bs shown for ths tespecbva primary accounts ahould be leoompulsd from the Oacambar.charges dsvelopedbythe use oflhe authonzed rslat If any charges In isles wars sitocdve during the yssr, give full psrticulaisn a footnote.

2. All improvements to Isassd prcpartleB may ba oombinsd and one oomposits rata computad fbr each primary account or a separata schadula may be Included for each such prcpsity

3 If dapracullon accruals havsbsendlsconltnusd for any account ths dapraaalion bass should baraporlad.navarthelsss. In support of depradstlonresarves. Authonty for Iha discontlnuancs of accruals should be shown in a footnote indicating tha accoun1(s) afbctad.

4 i>sdosuf«s In Iha raapsctivessctlons of this schedule msy be om«ad if either total rosd Isated Fmm others or total equipment leased from others raprasants less than 5% of total road owned or total equipment owned lespaclivsly However, line 41, Grand Total, should be compleled.

Line

No

1 2 3 4 5 8 7 8 9

10 11 12 13 14 15

• 16

17 18 19 20 21 22 23 24 25 26 27 28 29

I 30

31 32 33 34 35 36 37 38

39 40

41

Account (al

ROAD

(4) Other, rfght-oT-wsy expenditures (5) Tunnels and subways

(6) Bridges, tresHes, and culverts

(7) Elevated stnjctures (8) Ties

(9) Ran and other track material (11) Ballast

(13) Fences, snow sheds, and Signs (16) Station and office buUdir«s

(17) Roadway buddings (18) Water stations

(19) Fuel stations

(20) Shops and enginehouses (22) Storage warehouses

(23> Whanes and docks

(24) Coal and ore wharves

(25) T 0 F C A : 0 F C tenninals

(27) Signals and Interiocker

(29) Powerplants

(31) Power-lransmisstons systems (35) Miscallaneous stmctures

(37) Roadway machines

(44) Shoo machinery* (45) Power-plant macMnerv

All other road accounts

AmortizaHon (Adjustments)

TOTAL ROAD

EQUIPMENT

(52) Looomotives

(53) Freight-train cars

(54) Passenoer-trah care

(56) Ftaeling equipment

(57) Worit equipment

(58) Miscellaneous equipment

(59) Computer systems and word protMssIng equipment

Amortization Adjustments TOTAL EQUIPMENT

GRAND TOTAL

Depreciation base

At beginning of year (b)

At Close of year (c)

NOT APPLICABLE - 5% RULE

671,993

-

706,529

Annual composite rate (percent)

U)

3.67%

No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30{

31 32 33 34 35 36 37 38

39 40

41

T o be reported with equipment expenses rather than W & S expenses

Railroad Annual Ftsport R-1

38 Road Initials: NS Rail Yea : 2009

342. ACCUMULATED DEPRECIATION - IMPROVEMENTS TO ROAD AND EQUIPMENT LEASED FROM OTHERS (Dollars in Thousands)

1 Enter the required information conceming debits and credits to Account 733, '/Accumulated Ilepreciation - Improvements of Leased Property,' dunng the year relating to improvements made to road and equipment property leased from others, the depreaation charges for which are Included In operating expenses of the respondent. 2. If any entries are made for column (d) 'Other credits' or column (f) 'Other debits,' state the facts occasioning such entries on page 39 A debit balance in column (b) or (g) for any primary account shoJd be shown in parenthesis or designated 'Dr.* 3 Any inconsistency between the credits to the reserve as shown in column (c) and the charges to operating expenses should be fully explained on page 39

5 Details in the respective sections of this schedule may be omitted if either total road leased from others or total equipment leased from others represents less than 5% of total road owned or total equipment owned, respedively However, line 39, Grand Total shoukl be completed

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39

Cross Check

Account

(a)

ROAD

(3) Grading (4) Other, right-of-way expenditures (5) Tunnels and subways (6) Bridges, trestles, and culverts (7) Elevated stractures (8) Ties (9) Rail and other track material

(11) Ballast (13) Fences, snow sheds, and signs (16) Statton and ofHce bulkjings (17) Roadway buiMlngs (18) Water staUons (19) Fuel statfons (20) Shops and enginehouses (22) Storage warehouses (23) Whanres and docks (24) Coal and ore whan/es - -(25) TOFC/COFC tenninals (26) Communications systems (27) Signals and interiocker (29) Power plants (31) Power-transmlsstons systems (35) Miscellaneous stnjdures (37) Roadway machines (39) Public improvements-Construction (44) Shop machinery* (45) Power-plant machinery

All other road accounts TOTAL ROAD

EQUIPMENT (52) Locomotives (53) Freight-train cars (54) Passenger-train care (55) Highway revenue equipment (56) Floating equipment (57) Woric equipment (58) Miscellaneous equipment (59) Computer systems and WP equip.

TOTAL EQUIPMENT

GRAND TOTAL


of year (b)

210.B36

CREDITS TO RESERVE During he year


(c)

Other credits

(d)


(e)

NOT APPLICABLE - 5 % RULE

-

25,456

-

0 23,075

Other debits

(f)

.

0

Balance at close of

year

(g)

.

213,217

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39

T o be reported with equipment expenses rather than W & S expenses.

Railroad Annual Report Rl


NOTES AND REMARKS SCHEDULE 332

NS whole life rates are disclosed per Column (d).

During 2004, NS discontinued depreciation accruals on $38,166,131 of investment in ICC 7 account t>ecause the facility at Kopperston, WV was fully depreciated.


40 Road Initials: NSRail Year: 2009

350. DEPRECIATION BASE AND RATES - ROAO AND EQUIPMENT LEASED TO OTHERS (Dollars in Thousands)

1. This schedule Is to be used in cases where the related depredation reserve s carried in the accounts of the respondent and the rent therefrom s induded m ArxvHjnts 32-11-00,32-12-00,32-13-00,32-21-00,32-22-00, and 32-23-00 2. Show in cdumns (b) and (c), for each ptknary account, the depreclatton base used In computing the depreciation for the months of January and December, respedively, with resped to road and equipment owned by the respondent but leased to others, the deprecation charges fbr whtoh are not Included In operating expenses of the respondent, but for whch the depreciatton resenre Is recorded In the accounts of the respondent, if the base for road Is olher than the original cost or estimated original cost as found by the Board's OfiKe of Eoonomk: and Environmental Analysis, brought to a cunent date by the respondent from Its Order No. 3 records and accounts, or Is other than ledger value for equipment a full explanatbn shoukl be given 3 In column (d) show the composite rates used to compute the depreclatton for the month of December and on lines 29 and 38 of this column show the composite percentage fbr al road and equipment accounis, respedively. ascertained by applying the primary account composite rates to the depreclatton base used to compute the depredatbn for December and dividing the total also computed by the depreciatton base 4. If depreclatton accruals have been discontinued for any account, the depredatbn base should be reported, nevertheless. In support of depreclatton reserves Authority for the discontinuance of accruals shoukl be shown in a footnote Indtoating the accounts affected. 5 DIsckiRi ires bl the respective sections of this scheduto may be omitted If either tdal road leased to others or totel equipment leased to others represents less than 5% of totel road owned or totel equipment owned, respectively. However, Line 39, Grand Totel, shoukl be completed.

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39

Account (a)

ROADWAY (3) Grading (4) Other, right-of-way expenditures (5) Tunnels and subways (6) Bridges, trestles, and culverts (7) Elevated stnjctures (8) Ties (9) Rail and other track matenal

(11) Ballast (13) Fences, snow sheds, and signs (16) Statnn and office buikJings (17) Roadway buildings (18) Water stations (19) Fuel stations (20) Shops and enginehouses - - -(22) Storage warehouses (23) Whanres and docks (24) Coal and ore wharves (25) TOFC/COFC tertninals (26) Communications systems (27) Signals and interiocker (29) Powerplants (31) Power-transrnisstons systems (35) Miscellaneous stmctures (37) Roadway machines (39) Public improvements-Construction (44) Shop machinery* (46) Power-plant machinery


EQUIPMENT (52) Locomotives (53) Freight-train care (54) Passenger-train cara (SS) Highway revenue equipment (56) Floating equipment (57) Woric equipment (58) Miscellaneous equipment (59) Computer systems and WP equipment

TOTAL EQUIPMENT

GRAND TOTAL

Depreciation base

At beginning of year (b)

At ciose of year

(c)

Annual composite rate (percent)

(d)

Une No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39

Inc luded In Schedule 332



351. ACCUMULATED DEPRECIATION - ROAD AND EQUIPMENT LEASED TO OTHERS (Dollars in Thousands)

1 This scheduto Is to be used in cases where the depreciatton reserve is carried In the accounts of the respondent and the rant therefrom Is Induded to Armninte 32-11-00. 32-12-00,32-1340, 32-21-00.32-22-00, and 32-2340 2 Disdose credHs and debite to Account 735.'Accumulated Depredation-Road and Equipment Property,'durtng the year reiahng to road and equipment leased to others, the depreclatton charges for which are nd indudlble 1 n operating expenses of the respondent (See Schedule 330 for the reserve relating to road and equipment owned and uaed by the respondent) 3. if any entries are made for cdumn(d)'Other credits'or cdumn(f) "Other debits,'stete the fads occasioning such entries on page 39 A debit balance in columns (b) or (g) for any primary account shouU be shown In parenthesis or designated "Dr.* 4 DiEdosuies In the respednwsedtons of this schedule may be omitted If either total roed leased to others or totel equipment leased from others represente less than 5% of total road owned or total equipment owned, respecthwiy However, line 39. Grand Total, shoukl be compleled

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39

Account

(a) ROADWAY

(3) Grading (4) Other, right-of-way expenditures (5) Tunnels and subways (6) Bridges, trestles, and culverts (7) Elevated structures (8) Ties (9) Rail and other track material

(11) Ballast (13) Fences, snow sheds, and signs (16) Station and office buildings (17) Roadway buildings (18) Water stations (19) Fuel stations (20) Shops and enginehouses (22) Storage waretiouses (23) Whanres and docks (24) Coal and ore whanres (25) TOFOCOFC temiinals (26) Communications systems (27) Signals and interiocker (29) Powerplants (31) Power-tiansmisslons systems (35) Miscellaneous stnjctures (37) Roadway machines (39) Public improvements-Construction (44) Shop machinery* (45) Power-()lant machinery


1 EQUIPMENT (52) Locomotives (53) Freight-train cars (54) Passenger-train cars (55) Highway revenue equipment (56) Floating equipment (57) Wort( equipment (58) Miscellaneous equipment (59) Computer systems and WP equip.

TOTAL EQUIPMENT

GRAND TOTAL


of year (b)

CREDITS TO RESERVE During the year

Charges to 0|)erating expenses

(0

Other credits

(d)


Retirements

(e)

Other debits

(0

Balance atcbseof

year (g)

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29

30 31 32 33 34 35 36 37 38

39 *To be reported with equipment expense rather than W&S expense. Included In Schedule 335



352A. INVESTMENT IN RAILROAD PROPERTY USED IN TRANSPORTATION SERVICE (By Company) (Dollars in Thousands)

1 Disclose the investment in railway property used in transportation service at the dose d the year. This investment represents the aggregate d property

owned or leesed by respondent and used in respondenrs transportetion service. Such property Includes (a) Investment reported in Accounts 731.

'Road and Equipment Property and 732. 'improvements on Leased Property* of respondent, less any 731 or 732 property leased to dhers fbr their

exclusive use of road, track, or bridges (induding equipment or dher railway property covered by the contrad). Equipment leased ta dhers under separate

distinct contracts shall nd be deduded from the respondenrs 731 or 732 property, and (b) the investment d dher companies' 731 or 732 property (including

operabng and lessor railroads) used by respondent when the lease is for exdusive use or control al roads, tracks or bridges (including equipment d other

railway property covered by the contrad). TNs excludes leased equipment from operating railroads under separate distinct contracts and the investment d other

carriers in property jointly used by respondent

2. in column (a), classify each company In this schedule as 'R' for respondent, 'L' for lessor railroad, 'P' for Inactive or proprietery company or ' C fbr other

leased properties

3. in column (a) to (e), induslve, firat show the data requested for respondent (R); next Ihe data fbr companies whose entire properties are used in

transportetion service d the respondent, divided between lessor (L) and proprietery (P) companies: fdiowed by date for earners and others (O), portions d

whose property are used in transportation semce d responded. Show a total for each class d company In cdumn (d) and (e) Then show, as deductions,

date for transportation property leased to earners and ottiers.

4 In cdumn (c), line-haul caniera report the miles d road used n iine-heui service. Report miles in whole numbers

5. In cdumn (d), show the amount applicable in Accounte 731 and 732 on the books d the companies whose names appear in column (b). Values d property

d dher earners segregated by estimate or othenvise should correspond in amount to ttie deductions made by ttie owners in their reports If separate value is nd

available, an explanation should be provided. Differences between amounte shown in cdumn (d) d ttus schedule end column (c), line 24, on ttie

assd side d the general balance sheet d each individual railway should be explained in a footnde Book values included in Accounte 731 and 732 d

ttie owner shodd be reported in column (d) in reference to ttie investment d responded in secuntaes d ttie owner unless a good reason can be given fbr ttie

contrary Mettiods d esbmatang (by capiteiizing rentels at 6 % or dhenmse) value d property d pnvate owners, or portions d property d ottier earners

should be explained

6. in column (e), show the amount d depreaataon and amortizataon accrued as d the dose d the year in /Vccounte 733,734,735,736, and 772, ttiat is

applicable to the property d the camera whose names are listed In column (b), leganjless d where ttie reserves ttierdor ara recorded

Line

No.

1

2

3

4

5 6

7

8

9

10

11

12 13

14

15

16

17

18

19

20

21

22

23

24

25

Class

(See

Ins. 2)

(a)

R

L

L

L L

O

0

o 0

o

R

R

R

R

R

R

R

R

R

Name of company

(b)

Norfolk Southem Combined Railn>ad Subsidiaries

C & El Railroad Company

Cincinnati Southem Railway

Pittsburgh & West Virginia Railroad P & WV Subleased to Wheeling & Lake Erie

SUB-TOTAL

Baltimore &Ohfo Railroad

Carolina Aluminum Company

Central Transfer & Storage

Chicago & Illinois Midland Railway Company Georgia Railroad & Banking Company

SUB-TOTAL

Less Lines Leased to or Operated by Others

Aberdeen Carolina Westem

Adrienne Blissfield Railroad

Athens Lines LLC

BN Railroad

Buffalfo& Pittsburg Railroad

C & NC Railn>ad

CSX, Corp.

Carolina Coastal Railway

Central of Georgia

Miles of road

used (See Ins. 4)

(whole number)

(0 17,342

2

335

121

(121)

337

11

10

21

104

2

38

27

71

22

20

147

21

Investments In property

(See Ins. 5)

(d) 30.797.144

0

53.089

49.593 (49.593)

53.089

53

674

12

13 2

754

14.907

246

6,223

2,864

18.831

2.477

2.893

7.293

4.255

Depredation

& amortization of

defense projecte

(See Ins. 6)

(e)

8.841,447

30,971 (30,971)

0

0

Line

No.

1

2

3

4

5 6

7

8

9

10

11

12 13

14

15

16

17

18

19

20

21

22

23

24

25


Road Initials: NSRai l Year: 2009 42A

1 352A. INVESTMENT IN RAILROAD PROPERTY USED IN TRANSPORTATION SERVICE (By CU>mpany)-Continued |

Line

No.

26

27

28

29

30

31

32

33

34

35

36

37

38

39

40

41

42

43

44

45

46

47

48

49

50

5

52

53

54

55

56

57

58

59

60

61

62

63

64

65

66

67

68

69

70

71

72

73

74

1 75

Class

(See

Ins. 2)

(a^

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

R

Name of company

(b)

Centre! New Yori( Railroad

Central Railraad Company of Indianapolis

Chattanooga Chickamauga Railway

Chesapeake & Albemarte Railway

Cleveland Commercial Railroad

Commonwealth Railway Company

East Chattanooga Belt Railway

Eastem Shore Railroad

Georgia & Fforida Ralway Company

Georgia Southwestern Railway

Grand Elk Raiiroad U C

Great Walton Radroad Company

Iowa Interstate

Lehigh Railway

Metre

Ogeechee Railway

R J Connan Co. - Westem Ohn Line

Ralllex

South CaroRna Central Ralln>ad

West Tennessee Railway Company

Yadkin Valley Railroad

SUB-TOTAL

w . . . , _ - . - _

TOTAL

Miles Of roed

used (See Ins. 4)

(whole number)

(0 123

38

19

77

24

13

4

5

58

50

123

27

14

56

33

57

16

72

79

138

95

93

1.666

-- .

16.034

Investments

in property

(See Ins. 5)

(d) 63.694

5.862

2.163

10.211

26,045

1,345

605

558

7,559

5.497

55,023

3.463

1,496

45.116

3.540

7.778

1,754

10,675

10,379

19,958

38,120

8.776

389.596

, -- .--_...

30.461.391

& amortization of

defense projects

(See Ins. 6)

(e)

0

8,841.447

Lme

No.

26

27

28

29

30

31

32

33

34

35

36

37

38

39

40

41

42

43

44

45

46

47

48

49

50

5

52

"• 53

54

55

56

57

SB

59

60

61

62

63 64

65

66

67

68

69

70

71

72

73

74

75


(This page intentionally left blanit)


352B INVESTMENT IN RAILWAY PROPERTY USED IN TRANSPORTATION SERVICE

(By Property Accounts)

(Dolare In Thousands)

1 In cdumn (b) ttirough (e) give, by primary accounts, Ihe amount of Investment at the dose of ttn year In property of respondent

and each group or dass cf companies and properties 1

2 The amounts for respondent and fbr each group or class of companies and properties on line 44 shoukl conespond with the amounts

for each ctess of comiany and property shown in Schedule 362A ConGnuing recoids shall be maintained by respondent of the

primary property accounte separate^ for each company or property Induded to this schedule

3. Report on kne 29 amounts representing capitellzalion or rentals for based property based on 6% per yaar where property Is not

ownera, and briefly explain on page 39 the methods of esttmattng value of property of noncamare or property of dher can'lers.

4. Raport on Hne 30 amounts n d induded m the accounte shown, or In Ine 29 The Items reported shoukl be briefly klentHied and explained

Also indude here those Hems after permisston Is obtained from the Board for exceptions to prescnbed accounting. Reference to

such authonty BhouU be made when explaining amounte reported. Respondente must not make artHtrary changes to the printed stub or

cdumn headings without specific authority from the Board.

Line

No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 31 39 40 41 42 43 44

Cross Check

/Vocount

(a)

(2) Land for transportation puipose

(3) Grading

(4) Other, rtght-of-way expenditures

(5) Tunnels and subways (6) Bndges, trestles, and culverts

(7) Etovated sbuctures

(8) Ties (9) Rail and other track maMnal

(11> Ballast

(13) Fences, snow sheds, and signs (16) Statton and oflice bulkJIngs

(17) Roadway buildings (18) Water daHons

(19) Fuel statfons

(20) Shops and enginehouses

(22) Storage warehouses (23) Wharves and docks

(24) Coal and ore wharves

(25) TOFC/COFC terminals (26) Conmunicsbons syGt6fns

(27) Signals and interiocker (29) Power pbnls

(31) Power-transmissions systems

(35) Miscellanaousstrudures (37) Roadway machines (39) Public Improvsments-Construdion (44) Shop machinery*

(45) Power-plant machinary

Leaeed property capitalized rentals (sxplato)

Other (spedly and exptain) Aocte. 1 « 77

TOTAL EXPENDITURES FOR ROAD (52) Locomotives

(53) Freight-train care

(54) Passenger-train care

(55) Highway revenue equtpmsnt

(57) Worit equipment

(58) Miscellaneous equipment (59) Computer systems and word processing equip

TOTAL EQUIPMENT

(76) Interest during constiucbon

(90) Construction In progress GRAND TOTAL

Reapondant

fb) 1,948,064

2,921,682

7,039

314,632 2,282.712

44,659 3,575,414

4,915,513 1,763,506

7,764 600,822

49,867

0 60,549

288.067

4,143 61

175,199 565.994

483,966

1,204,933 2,787

47,671

18.190 458,854

566,228 110.826

15,386

22.434,528

3,926,035 2.828,021

0 162,452

0 139,813

211,679

379.282

7,848.182

0 0

324,838 30,407,548

Lessor railroads

(CI

5.493

21,826 137

5,574 10,687

0 1,174

5,884

2.156

181 1,288

71 24 70 47 0 0 0 0

204 666

0 0 6 0

1,445

19 B 0

3.658 60.618

0 0 0 0 0 0 0 0 0

2.580

(10.109

0 53,089

lary ixmpanias)

(*)

0

0

0

other leased

propsftles

!•) 1

12 0 0

71 0

225 337 97 0 0 0 0 0 0 0 0 0 0 5 3 0 0 0 0 3 0 0 0 0

754 0 0 0 0 0 0 0 0 0 0 0 0

754

Line 1 No

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32

1 33 34 35 36 37 3B 39 40 41 42 43

1 44

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1_ Railroad Annual Report R-1


412. WAY AND STRUCTURES (Dollars In Thousands)

1. Report freight expenses only.

2. The total depreciation expense reported in column (b). line 29. should balance to the sum of the depreciation expense reported in

Schedule 410. column (f). lines 136.137. and 138.

3. Report in column (c) the lease/rentals fbr the various property categones of Way and Structures. The total net lease/rental reported in

column (c). line 29. should balance to the net amount reported in Schedule 410. column (f), lines 118 through 123. plus lines 130 through 135.

If an entire road or segment of track is leased and if the actual breaicdown of lease/rentals by property categories is not Icnown. apportion the

lease/rentals based on the percentage of the categories' depreciation bases to the depreciation bases for ail categories of depreciable

leased property. Use Schedule 352B of this report for obtaining the depreciation bases of the categories of leased property.

4. Amortization adjustment of each road property type which is included in column (b) shall be repeated in column (d) as a debit or credit to the

appropriate line item; the net adjustment on line 29 shall equal the adjustment reported on line 29 of Schedule 335.

5. Report on line 28 all other lease rentals not apportioned to any category listed on lines 1-27.

6. Line 11. Account 16, should not include computer and data processing equipment reported on line 37 of Schedule 415.

Line No.

1 2

3 4

5

6 7

8 9

10 11

12 13 14

15 16 17

18 19 20

21 22

23 24

25

26 27 28 29

Cross Ctieck

*

Property Account

2

3 4

5 6 7

8

9

11 13 16 17 18 19 20 22 23 24

25

26 27

29

31 35 37

39

45

Category

(a) Land fbr transportation purpose

Grading Other, right-of-way expenditures

Tunnels and sukmays

Bridges, trestles, and culverts Elevated structures

Ties Rail and other track material Ballast

Fences, snow sheds, and signs Station and office buildings Roadway buildings Water stations Fuel stations

Shops and enginehouses Storage warehouses Wharves and docks Coal and ore wharves

TOFC/COFC lemfiinals

Communications systems Signals and interiocker

Power plants

Power-transmissions systems Miscellaneous structures

Roadway machines Public improvements-Construction

Power plant machines Other lease/rentals

Total

Depreciation

(b) N/A

70.412

148 3,474

36,993

109

171.663

152,850 48,922

74 16.167

1.187 2

1.941

5.451 104

4

4,425

18,169 16,888

21,026 86

958 417

15,391

14.928

363

602.152

Lease/Rentals (net) (c) N/A

20.652

43

1.019 10.850

32

50.347

44,829 14,348

22 4,742

348

1 569

1.599 30

1 1.298 5.329

4.953 6.167

25 281 122

4,514

4,378

106

176.605

Amortization adjustment during year

(d)

(537)

(18) 49

(649)

(422)

(458)

2,159 181

(8) (1.612)

(136) 0

(68)

(111) (2) 0

(3) (205)

(919) (393)

(23)

(59) (62)

(1,079) (304)

(27)

(4.706)

Line No.

1 2

3 4

5 6 7

8 9

10 11

12 13 14

15 16 17

18

19 20 21

22 23

24 25

26 27 28 29


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Railroad Annual Repoit R-1


NOTES AND REMARKS


Road Initials: NS Rail Year: 2(X)9 55 GENERAL INSTRUCTIONS CONCERNING RETURNS TO BE MADE TO SCHEDULE 415

1. Report freight expenses only.

2 Report by type of equipment all natural expenses islaling to equlpnrtent functions (salaries and wiages, materials, tools, supplies, fuels and

lubricants, purchased services, and general).

3. Report In column (b) net repair expense, excluding the cost to repair damaged equipment.

Schedule 415, column (b) will balance to Schedule 410, column (f) as fbliows:

(a) Locomotives, line 5 plus Una 38, compared to the sum of Schedule 410, Hnes 202,203, and 216 (excluding wreck lepeirs). Do not

report in Schedule 415, Equipment Damaged from Schedule 410, line 204.

(b) Freight cars, line 24 plus line 39, compared to the sum of Schedule 410. lines 221,222, and 235 (excluding wreck repairs). Do not

report n Schedule 415, Equipment Damaged from Schedule 410, line 223.

(c) Sum of higtwiay equipment (Hne 32). floating ec|ulpment (line 35), passenger and other re>fenue equipment (Ine 36), computer and data

processing equipment (Kne 37). machinery.oltier equipment (line 40), and work and other non-revenue equipment (line 41), compared

to Schedule 410, ttie sum of lines 302 ttvough 307. plus line 320 (excluding wreck repairs). Do not report In Schedule 415. equipment

damaged from Schedite 410. line 308.

Note: Lines 216.235. and 320 ofSchedule 410 are credit amounts.

The allocalion of fieight car repair expenses reportable on Schedule 415 by car types shall be in accordance vrith Instmclxm 2-21. Freight

train repair costing, 49 CFR 1201.

4. Depreciation expense for each class of equipment by car type shall be reported In columns (c) and (d). For Improvements on leased

property. Accounts 732 and 733, use a supplementary Schedule 415, which will relate to Schedules 340 and 342.

Depracialion charges reported In columns (c) and (d) virill belance to Schedule 410, column (f) as fbliows:

(a) Locomotives, lines 5 and 38. compared to Schedule 410. line 213.

(b) Freight cars, lines 24 and 39, compared to Schedule 410, line 232

(c) Sum of highway equipment (Hne 32), fkiating equipment (line 35), passenger and other revenue equipment (line 36). computer and data

processing equipment (line 37). machlneryother equipment (line 40). and work and other non-revenue equipment (line 41). compared

to Schedule 410, line 317.

5. Amortization adjustment of each equipment type which Is Included in column (c) shall be reported in column (e) as a debit or credit to the

appropriate line Hem. The net adjustment on line 43 shall equal the equipment amortization adjustment applicable to equipment used In

freight service included In line 39, column (c), of Schedule 335.

6. Lease/rentals reported in column (1) shoukl beience to column (f) of Schedule 410 as follows:

(a) Locomotives, lines 5 and 38, compared to Schedule 410, lines 207,208,211, and 212.

(b) Freight cars, lines 24 and 39. compared to Schedule 410, Hnes 226 and 227 (note that Schedule 410, lines 230 and 231, are reported in

Schedule 415, and are not included In Schedule 415).

(c) Sum of lease/rentals for all other equipnwnt. lines 32.35,36,37,40, and 41, wlH balance to Schedule 410, lines 311,312,315. and 316.

except fbr the Interchange rental on trailers and containers whnh is reported In Schedule 414. Therefore, both Schedules 414 and 415

should be used vrfien balancing lease/rentals other equipment to Schedule 410 Do not report in Schedule 415, the trailer and

container rentals reported in Schedule 414.

7. Investment base by types of equipment shaU be reported In cokmns (g) snd (h) and shoukJ not Include ihe cost of equipment used tut not

owned when rents therefore are Included In the rent for equipment and Account Nos. 31-21-00,31-22-00,31-23-00.35-21-00.35-22-00,

and 35-23-00. It should Include the cost of eciulpment owned and leased to others when the rents are Included in the rent fbr Equipment

Account Nos. 32-21-00, 32-22-00, 32-23-00,36-21-00,3B-22-00, and 36-23-00.

Propeity used but not owned shouM also be inckjded when the rent Is Included In Account Nos. 31-12-00,31-13-00,31-21-00,31-22-00,

and 31-23-00, induslve.

The grand total of each equipment eocount In column (h) of Schedule 330 should equal Ihe totals of line items constituting the

equipment account totals of columns (g) and (h) of Scheduls 415.

8. Accumulated depreciatton fbr each class of equipment shall be reported In columns (i) and (|). The grand total of each equipment resenra

account In column (g). Schedule 335, shall equal the combined aggregate total accumulated depreciation for line Items conslHuting the

conrespondlng equipment acoounts reported In columns (I) and 0). on Schedule 415.


56 Road initials : NSRail Year: 2009

415. SUPPORTING SCHEDULE - EQUIPMENT

(Dollars in Thousands) See also schedule 415 (supplement) on pages 57A and B.

Line No.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

43

Cross Check

*

" *

*

*

Types ofequipment

(a) LOCOMOTIVES Diesel Locomotive - Yard Diesel Locomotive - Road Other Locomotive - Yard Other Locomotive - Road

TOTAL FREIGHT TRAIN CARS

Box - Plain 40 Foot Box - Plain 50 Foot and Longer

Box - Equipped Gondola - Plain Gondola - Equipped

Hopper - Covered Hopper - Open Top - General Service Hopper - Open Top - Special Service Refrigerator - Mechanical

Refrigerator - Nonmechanical Flat TOFC/COFC

Flat Multi - level Flat - General Service Flat-Other

All Other Freight Cara Cabooses

Auto Racks Miscellaneous Accessories (see note 4)


OTHER EQUIPMENT - REVENUE FREIGHT HIGHWAY EQUIPMENT Refrigerated Trailers

Other Trailers Refrigerated Conteinera

Other Containera Bogies Chassis Other Highway Equipment (Freight)

TOTAL HIGHWAY EQUIPMENT FLOATING EQUIPMENT - REVENUE SERVICE Manne Line - Haul Local Marine

TOTAL FLOATING EQUIPMENT OTHER EQUIPMENT Passenger 8; Other ftevenue Equipment

(Freight Portton)

Computer systems & word processing equip. Machinery - Locomotives (see note 1) Machinery - Freight Cara (see note 2)

Machinery - Other Equipment (see note 3) Woric & Other Non - revenue Equipment

TOTAL OTHER EQUIPMENT TOTAL ALL EQUIPMENT (FREIGHT

PORTION)

Repairs (net expense)

(b)

13,857 211.717

225.574

892 23.218 16.359 18.272 21.144

7,958 4,703

309 139

2,378 2,974

108 4.492

7.523 92

(1.318)

109.243

2.816

10.074

23.634

36.524

43.024

6.629 5.078

551 9.126

64.408

435.749

Depreciation

Owned

(0

3,792 121,564

15

125,371

27 7.422

31.391 454

2.864

15.702 5,958

163 (1.018)

84 2.217

2.855 190

17.513 4.123

89.945

84 8.248

51

6

8.389

35.191 1.011

340 2.055

16.479 55.076

278,781

Capitalized

lease (d)

9.058

9.058

27

11

38

9,096

Amortization Adjustment net

during year (e)

(118) (4.335)

(4.453)

(13) (5.553) 11,645 (7,414)

(2,560) 117 59

,

48 (2.151)

(2) 479 651

(2) (108)

(4,804)

(600)

(600)

(11.411)

(2,812)

(14.223)

(24.080)

Line No.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

43 Note 1 Dala to be reported on line 38, column (b) Is ttie amount reported In Schedule 410, column (f), line 203, reduced by ttie altocaUe portton of line 216. Note 2 Data to be reported on line 39, column (b) Is ttie amount reported In Schedule 410, column (f), line 222, reduced by ttie altocaUe portion of line 235. Note 3 Data to be reported on Hne 40 in column (b) Is the amount reported in Schedule 410, column (f), lines 302 ttirough 306, reduced by ttie altocabto

portion of line 320. Note 4 End of train devices and miscellaneous spare parts previously reported in lines 20 and 22, respecttvely.


415. SUPPORTING SCHEDULE - EQUIPMENT

(Dollara in Thousands)

See also schedule 415 (supplement) on pages 57A and B. 1

Line

No.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

43 Notel

Note 2

Cross Check

.

Lease and rentals

(net) (f)

2.484

2,484

8,869

4,338 25,511 12,407 3,488

(2,091) 9.450

745

599

63.316

29,160

2,674

31,834

160 241

262 653

1 98.287 Data reported on lines 38.39 and 4(

Depreciation reported on Hnes 38.3 property accouni 44. and ttien addm Schedule 335.

Investment base as of 12/31 1

Owned

(g)

97.700

3.540,433

1.923

3.640,056

1,377

455,738

552,409 375,354 257,227

461.976 197,752

4.527 28.894

3.332 73.891 63.017

5.203 315,787

29,308 2,625,792

1.083 160.530

750

89

162.452

379,282

32,896 11,063 66,867

351.492

841.600

7.469.900

Capitalized lease

(h)

239,261

239,261

949

949

1 240,210

Accumulated depreclatkin as of 12/31

Owned

(i)

67,200 1,300,540

15

1.367,755

25,816

268,843 262,830 159,861

149,950 172,263 54,176

3.593 22.397

2.791 30.295

21.428 2,654

133,018 26.944

1.336,859

351 81,129

51

454

81,985

269,115 12,465 4,192

25,338 135,503 446.613

3.233.212

Capltelized lease

(i)

93.463

93,463

144

144

,

1 93,607

Line

No.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

1 43I > in cokimns (g) and (h) are ttie investment recorded in property account 44. altocatad to tocomotives. freight cars

19 and 40 in column (c) Is calculated by mulUplying ttie investment in each element by the effective composite rate fbr g or subtracting ttie edjustment reported in column (e). This calculation should e<)ual ttie amount shown in column (c).

57A Road initials: NS Rail Year: 2009

415. SUPPORTING SCHEDULE - IMPROVEMENTS TO EQUIPMENT LEASED FROM OTHERS

(Dollara in Thousands) -SUPPLEMENT**

Line

No.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22

"23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

43

Cross Check

*

•

*

*

Types ofequipment

(a) LOCOIVIOTIVES Diesel Locomotive-Yard

Diesel Locomotive - Road Other Locomotive - Yard Other Locomotive - Road


Box - Plain 40 Foot Box - Plain 50 Foot and Longer

Box - Equipped Gondola - Plain Gondola - Equipped Hopper-Covered Hopper - Open Top - General Service Hopper - Open Top - Special Servtoe Refrigerator - Mechanical

Refrigerator - Nonmechanical Flat TOFC/COFC Flat Multi-level Flat - General Service Flat - Other All Other Freight Care

Auto Racks Miscellaneous Accessories (see note 4)


OTHER EQUIPMENT - REVENUE

FREIGHT HIGHWAY EQUIPMENT

Refrigerated Trailera

Other Trailera Refrigerated Containera Other Containera Bogies Chassis Other Highway Equipment (Freight)

TOTAL HIGHWAY EQUIPMENT

FLOATING EQUIPMENT - REVENUE SERVICE Marine Line-Haul

Local Marine TOTAL FLOATING EQUIPMENT

OTHER EQUIPMENT Passenger & Other Revenue Equipment

(Freight Portton)

Computer systems & word processing equip.

Machinery - Locomotives (see note 1) Machinery - Freight Cara (see note 2) Machinery - Other Equipment (see note 3) Woric & Other Non - revenue Equipment

TOTAL OTHER EQUIPMENT TOTAL ALL EQUIPMENT (FREIGHT

PORTION)

Repaira (net expense)

(b)

• " •

Depreciation

Owned**

(0

2.006

2.006

2,006

Capitalized lease

(d)

Amortization Adjustment net

during year (e)

Line No.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20

.21 22 23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

43 Note 1 Date to be reported on Hne 38. column (b) Is ttie amount reported in Schedule 410. column (f). Hne 203. reduced by ttie allocable portton of Hne 216. Note 2 Date to be reported on line 39. column (b) Is ttie amount reported In Scheduto 410, column (f), Hne 222, reduced by ttie allocable portton of Hne 235. Note 3 Data to be reported on line 40 in column (b) Is ttie amount reported in Scheduto 410, column (0. lines 302 ttirough 306. reduced by ttie allocabte

portion of line 320. Note 4 End of toain devtoes and miscellaneous spare parts previously reported in lines 20 and 22. respecttvely.

Raiiroad Annuai Report R-1

Road Initials: NSRail Year: 2009 57B

415. SUPPORTING SCHEDULE - IMPROVEMENTS TO EQUIPMENT LEASED FROM OTHERS (Dollare in Thousands) 1

**SUPPLEMENT** I

Line \no.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

43

Cross Check

1

Lease and rentals (net) (f)

4.081

4.081

8

80

88

•

1 4.169

Investment base as of 12/31

Owned**

(g)

47,618

47.618

2

472

t

806

1.280

48.898

Capitalized lease (h)

Accumulated depreciatton as of 12/31

Owned**

(I)

9,517

9.517

2

472

806

1,280

•

10,797

Capitalized lease

Q)

Line No.

1 2 3 4 5

6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

25 26 27 28 29 30 31 32

33 34 35

36 37 38 39 40 41 42

1 43I iNote 1 Date reported on lines 38,39 and 40 In columns (g) and (h) are ttw.invesbnent recoided In property account 44, altocated to locomotives, 1

freight cars and ottier equipment. Note 2 Depiectotlon reported on lines 38,39 and 40 in column (e) is catoulated by muKlplying ttie Investment in each etoment by ttie efiect'ive composHe 1 rate for property account 44, and then adding or subtracUng ttie adjusttnent reported In column (e). This catoutotton shoukl equal ttie amount 1 shown in column (c). Scheduto 335. 1** "Owned* refers only to ownership of the leasehold improvement RaHroad Annual Report R-1

58

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Road Initials: NS Rail Year: 2009 59 NOTES AND REMARKS


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418. SUPPORTING SCHEDULE-CAPITAL LEASES

(Dollars in thousands)

Instructions:

Tills schedule will show the investment in capitalized leases in road and equipment by primary account

Column (a) = primary account number and title for which capital lease amounts

are Included therein.

(b) = the total investment in that primary account

(c) = the investment in capital leases at the end of the year

(d) = the current year amortization.

(e) = the accumulated amortization relating to the leased properties.

Primary Account No. and Title

(a) ACCT 06-Bridges.trestles, and culverts ACCT 09-Rail and other track material ACCT 52-Locomotives ACCT 53-Freight Cars

Total Investment At End of Year

(b) 2,313,090 5,029,185 3,926.935 2,828.021

Capital Leases | Investment

At End of Year (0

2.213 560

239,261 949

Cunent Year Amortization

(d) 23 28

9.058 36

Accumulated 1 Amorti7ntion

(e) 120 392

93.463 144


62 Road Initials: NS Rail Year: 2009 NOTES AND REMARKS


Road Initials: NS Rail Year 2009 63 450. ANALYSIS OF TAXES 1

(Dollars in Thousands) 1 A. Railway Taxes

Line] No.

1

2 3 4 5 6 7 8 9 10 11

B.

Line No.

1

2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

Cross Check

*

Kind Of tax

Other tfian U.S. Govemment Taxes U.S. Govemment Taxes

Income Taxes Normal Tax and Surtax Excess Profits Total - Income Taxes L 2 + 3

Railroad Retirement Hospital insurance Supplemental Annuities Unemployment Insurance

All Other United States Taxes Total - U. S. Govemment Taxes Total - Railway Taxes

Amount

126.130

278,090

278.090 317,359 29,376

9.807

634.632 760.762

Line No.

1

2 3 4 5 6 7 8 9 10 11

Adjustments to Federal Income Taxes

1.ln column (a) are listed the particulars which most often cause a dlfforantial between taxable income and pretax

including Stale and other taxes deferred if computed separately. Minor items, each less titan $100,000, may be 1 combined in a single entry under Other (Specily). .

2.lndk»te in column (b) ttie beginning of the year total of Accounts 714,744, 762 and 786 applicable to each particular item in column (a).

S.lndicate in column (c) the net change In Accounts 714, 744,762 and 786 for the net tax efiect of timing differences originating and reversing in the current accounting period.

4.lndlcate in column (d) any adjustments, as appropriate. Including adjustments to eliminate or reinstate deferred tax effects (credits or debits) due to applying or recognizing a loss cany-forward or a loss carry-back.

5.The total of line 19 In columns (c) and (d) should agree with ttie total ofthe contra charges (credits) to Account 557, Provision fbr Deferred Taxes, and Account 591. Provision for Deferred Taxes - Extraordinary Items, for ttie current year.

S.lndicate in column (e) the cumulative total of columns (b). (c), and (d). The total of column (e) must agree vwth the total of Accounts 714, 744. 762 and 786.

Particulars

(a) Accelerated Depreciation. Sec. 167 l.R.C:

Guideline lives pursuant to Rev. Proc. 62-21. Accelerated Amortization of FacillUes, Sac. 168 l.R.C. Accelerated amortizatton of rolling stock, Sec. 184 l.R.C. Amortization of rights of way, Sec. 1851. R. C. Praperty Ottier (Specify) - Tax Benefit Transfer Leases Reserves, Including casualty & oUier claims Compensation and Benefits Miscellaneous Unrealized HoMing Gains

TOTALS

Beginning of year balance

<b)

6,750,985 23,103

(209.076 (503,426

90,514 338.129

6.490.229

Net credits (charges) for current year

(c)

0 0 0 0

231.455 (588

48.562 52.911 34.257

0

366.597

Adjustments

(d)

47.779 289

41,996

90,064

End of year balance

(e)

6.982,440 22.515

(160.514) (402,736) 125,060 380,125

6,946,890

Line No.

1

2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

1 Adjustments In column (d) represent adjustments for Accounting Standards Codification 715 and 320. Railroad Annual Report R-1

64 Road Initials: NS Rail Year: 2009 450. ANALYSIS OF TAXES - Continued

(Dollars In Ttiousands)

'Footnotes:

1. If flow-through method was elected, indicate net decrease (or increase) in tax accrual because of investment tax credit If defenal method for investment tax credit was elected: (1) Indicate amount of credit utilized as a reduction of tax liability fbr cunent year N/A (2) Deduct amount of current year's credit applied to reduction of tax liability but defened for accounting purposes N/A (3) Balance of current year's credit used to reduce current year's tax accrual N/A (4) Add amount of prior year's deferred credits being amortized to reduce current year's tax accmal N/A (5) Total decrease in cunent year's tax accrual resulting from use of investment tax credit N/A

2. Estimated amount of future eamings which can be realized befbre paying Federal income taxes because of unused and available net operating loss carryover on January 1 of the year following that for which the report is made None

Railroad Annual Fteport R-1


460. ITEMS IN SELECTED INCOME AND RETAINED EARNINGS ACCOUNTS FOR THE YEAR (Dollars In Thousands)

Give a brief description for all items, regardless of amount, included during the year in Accounts 555, Unusual or Infrequent Items; 560, Income or Loss From Operatkins of Disconttnued Segments; 562. Gain or Loss on Disposal of Discontinued Segments; 570, Extraordinary Items; 590, Income Taxes on Extraordinary Items; 592, Cumulative Effect of Changes hi Accounting Principles: 603. Appropriations Released; 606, Ottier Credits to Retained Eamings; 616, Ottier Debits to Retained Eamings; 620. Appropriations for Sinking and Ottier Funds; 621. Appropriatfons for Ottier Purposes. If appropriatfons released reflect appropriations provkled during ttie year, each account should not be reported. For Accounts 519, Miscellaneous Income, and 5S1. Miscellaneous Income Charges, if ttie total in eittier account exceeds 10%

of net Income i>efore extraoidinary Items, describe the three largest Items In ttie account and any olher items in excess of 10% of net Income.

Line No.

1 2 3 4 5 6 7 f

8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

Account No. (a)

519

519

519

616

Item

(b)

Growtti in cash surrender value of corporate owned life Insurance

Proceeds from corporate owned life insurance

Net gain on the dispositton of property

Accounting Standard Codification 715

.

Debits

(c)

172

Credits

(d)

96.244

21.154

10.610

Une Ho.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

MEMORANDA RELATING TO SELECTED INCOME AND RETAINED EARNINGS ACCOUNTS


66 Road Initials: NS Rail Year

501. GUARANTIES AND SURETYSHIPS (Dollars In Thousands)

1. if the respondent was under obligation as guarantor or surety for the performance by any other corporation or other association of any agreement or obligation, show ttie particulars of each contract of guaranty or suretyship in effect at the close of the year or entered into and expired during the year. This inquiry does not cover the case of ordinary commercial paper maturing on demand or not later than 2 year after

ttie date of Issue. Items of less than $50,000 may be shown as one total.

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34

Names of all parties principally and primarily liable

(a)

(a) Terminal R.R. Assoc. of St. Louis

Description

(b)

Refunding & Improvement l\tortgage Series "C" bonds due 7/1/2019 (FD145.'>3-54)

(a) Jointty and Severally witti BNSF, CSX Transp., CN and UP

Amount of contingent liability

(0

7,287 & int.

Sole or joint contingent

liability (d)

Joint and Several

2. If any corporation or other association was under obligation as guarantor or surety for the performance by the respondent of any agreement or obligation, show the particulars called for hereunder for each such contract of guaranty or suretyship in effect at the close of ttie year or entered into and expired during ttie year. This inquiry does not cover the case of ordinary commercial paper maturing on demand or not later than 2 years after

date of Issue, nor does it include ordinan

Line No.

1 2 3 4 5 6 7 8 9

Finance Docket number, titie. maturity date and concise descrip

tion of agreement or obligation (a)

I

/ surety bonds or undertakings on appeals in court proceedings.

Names of all guarantors and sureties

(b)

.

Amount contingent liability of guarantors

(0

Sole or joint contingent

liability (d)

2009

Line No.

1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34

Line No.

1 2 3 4 5 6 7 8 9


Road Initial: NS Rail Year. 2009 67

502. COMPENSATING BALANCES AND SHORT-TERM BORROWING ARRANGEMENTS (Dollers in Thousands)

Using the following notes as a guideline, show the requirements of compensating balances and short-term txirrowing arrangements. Footnote disclosure is rec uired even though the arrangement is not reduced to writing.

1. Disclose compensating balances not legally restricted, lines of credit used and unused, average interest rate of short-term borrowings outstanding at balance sheet date, maximum amount of outstanding bon-owings during the penod and the weighted average rate of those tiorrowings.

2. Time deposits and certificetes of deposit constituting compensating balances not legally restricted should be disclosed. 3. Compensating balance arrangements need only be disclosed for the latest fiscal year. 4. Compensating balances included in Account 703, Special Deposits, and in Account 717, Other Funds, should also be separately

disctosed below. 5. Compensating balance arrangements ere sufficiently matenal to require disclosure in footnotes when the aggregate

of written and oral agreement balances amount to 15 percent or more of liquid assets (cunent cash balances, restricted and unrestricted plus marketable secunties).

6 When a carrier is not in compliance with a compensating belance requirement, that fact should tie disckised ak>ng with stated and possible sanctions whenever such possible sanctions may be immediate (not vague or unpredictable) and material.

The Company has outstanding letters of credit in the amount of $12 million, with various banks, under which no borrowings were outstanding as of December 31, 2009.

Fleilroed Annual Report R-1

66 Road Initials: NSRail Year: 2009 NOTES AND REMARKS


Road Inrtiais: NS Rail Year: 2009 69

SCHEDULE 510 SEPARATION OF DEBTHOLDINGS BETWEEN ROAD PROPERTY AND EQUIPMENT


The principal use of this schedule is to determine ttie average embedded rate of debt capital.

1. Debt Outstanding at End of Year: 1 Line No.

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

II. Inta Line No.

•18

19

20

21

22

23

24

25

26

27

28

Account No.

751

764

765/767

766

766.5

768

769

770.1/770.2

Title

Loans and Notes Payable

Equipment Obligations and Ottier Long Term Debt due Within One Year

Funded Debt Unmatured

Equipment Obligations

Capitalized Lease Obligations

Debt in Default

Accounts Payable; Afliliated Companies

Unamortized Debt Premium

Total Debt

Debt Directly Related to Road Property

Debt Directly Related to Equipment

Total Debt Directly Related to Road & Equipment

Peroent Directly Related to Road

Percent Directly Related to Equipment

Debt Not DirecUy Related to Roed or Equipment

Road Property Debt (Note 2)

Equipment Debt (Note 2)

irest Accrued During the Year:

/Account No.

546-548

546

517

Title

Total Interest and Amortization (Fuced Charges)

Contingent Interest on Funded Debt

Release of Premiums on Funded Debt

Total Interest (Note 3)

Interest Directly Related to Roed Property Debt

Interest Directly Related to Equipment Debt

Interest Not Directly Related to Road or Equipment Property Debt

Interest Road Property Debt (Note 5)

Inlerest Equipment Debt (Note 5)

Embedded Rate of Debt Capital - Road Property

Embedded Rate of Debt Capital - Equipment

Note 1 Directly related means ttie purpose which the funds were used when the debt was issued Note 2 Line 16 plus Line 17 must equal Line 9. Note 3. Line 21 includes interest on debt in /Account 769-Account Payable; Affiliated Companies. Note 4. This interest relates to debt reported in Lines 10 and 11, respectively. Note 5. Line 25 plus Line 26 must equal Line 21 . *Net of capitalized interest $(16,855). Amount on line 24 primarily represents 'Other Interest nxpe dei>t as reported on line 9

Source

Sch. 200, L. 30

Sch. 200, L. 39

Sch. 200. L. 41

Sch. 200. L. 42

Sch. 200. L. 43

Sch. 200. L. 44

Sch. 200. L. 45

Sch. 200. L. 46

SumL. 1-8

hk i te l .

N o t e l .

SumL. 10 end 11

L . IOd lv .byL . 12 Whole % * 2 decimals

L 1 1 d i v . b y L . 1 2 Whole % + 2 decimals

L . 9 - L . 1 2

(L. 1 3 x L . 1 5 ) + L 1 0

(L. 14xL .15 ) + L. 11

Source

Sch. 210. L. 42

Sch. 210, L. 44

Sch. 210, L. 22

( L 18 + L, 19 ) -L . 20

Note 4

Note 4

L. 21 - (L. 22 + L. 23)

L.22 + ( L 2 4 x L . 1 3 )

L. 23 + ( L . 2 4 x L . 14)

L. 25d iv .byL . 16

L .26d iv .byL. 17

nse' that does not relate to conv

Balance at 1 Close of Year

100,000

73,846

619,026

77,253

32,848

0

1,017,822

114,693

2.035.488

29,761

168,580

198,341

15.00%

85.00%

1,837,147

305,333

. . 1,730,155 .

Balance at Ckise of Yeer

166,540

0

0

166,540

1,604

8,117

156,819 *

25,127

141,413

8.23%

8.17%

enttonal



NOTES AND REMARKS


Road Initials- NS Rail Year: 2009 71

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Road Initials: NSRail Yean 2009 73

INSTRUCTIONS CONCERNING RETURNS TO BE MADE IN SCHEDULE 700

stats particulars of all tracks operated by the respondent at the dose oT Ihs year, according to the Ibliowlng classiflealions.

(1) Line owned liy respondent.

(2) Line owned tiy proprietaiy companies.

(3) Line operated under lease for a spedlled sum, lessor being (A) an affiliated corporation, or (B) independent or not affiliated with Ihe

(4) Line operated under contract or agreement lor contingent rent, owner bemg (A) an afliliated coiporalion, or (B) Independent or not

affillalsd With the respondent

(6) Line operated under trackage rights

Give subtolals tor each of the several numbered classes, in the order listed above, as well as Ihe total for an classes

Lengths of track should be reported lo the nearest WHOLE mile adjusted lo accord with footings; i .e, counting ane4ialf mile or over as a whole

mile and disregarding any fraction less than one^half mile.

In Column (a) insert the figure (and letter. If any) indicating its dass in accordance with Ihe above Ust of dassiltcalions.

in Column (b) give the various proponions of each dass owned or leased by respondent, listing each proponlon once in any grouping

Canadian mileage should be segregated and tdenUled on separate Hnes hi the various groupings. For each listing, in Column (d) give Its entire

length (ths distances between tenninals of single or first main irack), and in the follawing columns the ienglhs of second mam track, all other main

tracks, passing tracks, ciossHiveis and tunvouls, way swttchlng tracks, and yard switching tracks. These dasses of iracks are defined as fdkiws

RUNNING -TRACKS - Running tracks, passing Iracks, crDss-ovsrs, etc , induding tum^iuls f i a n Vioss tracks » clearance points.

WAY SWrrCHING TRACKS • SlaUon. team. Industry, and oOier switching tracks for wliich no separate service is maintained

YARD SWrrCHING TRACKS - Yard where separata switching services are maintained, Induding classification, house, team, industry, and ottier

tracks switched by yard locomotives

The retums In Columns (h) and (I) should indude tracks seniing industries, such as mines, mUls, smeltsrs, laclones, etc Tracks belonging lo an

industry fbr which no rent Is payable shoiJd not be induded

Tracks leading to and In gravel and sand pits and quanles, Ihe cost of vnhich is chargeable to a deartng accouni and which are used m getting

out material fbr ths laapondentis use, should not be induded

Class (1) indudes ail llnas operated by ttie respondent al the dose of the year to which H has tWe In perpetuity.

Class (2) indudes each line, full litle to which is In an inactive propnataiy coiporaUan of the respondent (l.e., one ail of whose outstanding

stocks or obligatkins are held by or fbr the respondent, and which is operated by ttie respondent or an afliliated system ooiporalion without any

accounting to the said proprietary corporation) It may also indude sudi line when the ackjal toe to s l of ttw outstanding slocks or obllgattons

rests In a corporataon conttolied by or controlHng ttia respondent But in Ihe case of any such mdusion, ttw fads of the relatonship to the

respondent of Uie corporataon holding ttis securlttes should be U l y set foitti In a footnote An Inactive corporatton is one which has been

practtcaily absoitied m a controlling coiporation, and wHd i nelttisr opsratss property nor adrnkiistsrs lis financial affairs. If it maintains an

organizataon. H doss so only fbr the purpose of complyhig with iegel leciulremenls and maintaining fltts to property or franchises.

Class (3) indudes aH backs operaled under a lease or formal conveyance of less than ttie grentor^ Interest In ttie praperty, with a specific

and uncondittonal rant reserved. The tact ttiat ttie leaser does or ctoes not maintain an Independent oiganlzaUon tbr finandal purposes Is

Immaterial In ttiis connectaon

• a s s (4) is ttie same as Class {3), axcapt thai ttie rant reserved Is condlttonal upon eamings or some olher fact

Class (5) indudes all backs operaled and maintainsd by others, but over whkih the respondent has ttie right to operate some or ail of its

trains In Uie road of Uus dass, ttie respondent has no proprietary rights, but ony ttie rights of a iicansae, indude in ttiis dass, also, on main

Iracks, industnal tracks and sMIngs owned by noncarrier companies and indlvkkials when ttis respondent operates over ttiem but does nol have

exdusive possession of them.

Road hsM by raepondeni as a Joim or common owner or a jaim lessee or under any joint arrangement should be shown In its appropriate dass

and ttie entty of lengUi should be Ihe enUre lengtti ol ttie portion Jointty held. The dass symbol sliouM have the letter (J) attached

Road operated by ttie respondent as an agent fbr anottier carrier shoukl not be Indudsd In ttiis schsduls


74 Road Initials: NSRail Year: 2009 700. MILEAGE OPERATED AT CLOSE OF YEAR

Line No.

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58

Class

(a) 1 1 1 IJ IJ IJ IJ

3 3A 3B 3BJ

4 4B 4BJ

5

Proportion owned or leased

by Respondent

(b) 100% 50% 33% 75% 67% 50% 33%

Total Class 1

100% 100% 100% 50%

Total Class 3

100% 100% 50%

Total Class 4

100%

Total Class 5

TOTAL Miles of electrified mad or track Included in precedinq grand total

Runnina tracks, passing tracks, crossovers, etc.

Miles of road

(C) 15.665

7 4

15.676

23

337

360

6 6 5

17

4.570

4.570

2 0 . 6 ^

N/A

Miles of second

main track (d) 2.642

5 4

2.651

9

171

180

1.204

1.204

4.(:5

Miles of all other

main tracks

(e) 169

169

4

4

590

590

7 $3

Miles of passing tracks.

cross-overs, and turnouts

(f) 1.986

5 4

1

1.996

32 1

33

382

382

2.41-

Miles of way

switching tracks

(a) 2.546

15

12 3

2.576

5

47

52

1

1

2

129

129

2.759

Miles Of yard

switcliing tracks

(il) 5.723

13 5 7 4

23 2

5.777

2 79 5

86

33

33

662

662

6.558

TOTAL'

(i) 28.731

45 17 7 4

36 5

28.845

37 2

670 6

715

40 6 6

52

7.537

7.537

37.14$

Line No.

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58



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710. INVENTORY OF EQUIPMENT - Continued

Instructions fbr reporting freight.4'aln car data 1 Give particulars of each of the vanous classes of equipment which respondent owned or leased dunng the year. 2 In column (d) give the number of units purchased or built in company shops. In column (e) give Ihe number of new units leased from others -The term "nenir means a unit placed in service for the first time on any railroad 3 Units leased to others for a penod of one year or more are reportable In column (n) Units temporanly out of respondent's service and rented to others for less than one year are to be included In column (1).. Units rented from otheis for a period less than one year should not be included in column fl)

UNITS OWNED. INCLUDED IN INVESTMENT ACCOUNT. AND LEASED FROM OTHERS

Line

No.

36

37

38

39

40

i " !

42

43

44

45

46

47

48

49

50

51

52

53

54

55

Cross

Check

Class of equipment and car designations

(a)

FREIGHT TRAIN CARS

Plain box cars - 40"

(B1 .82 J

Plain box cars - 50' end longer

(B3_0-7. B4_0-7. B5__. B6__,

B7__,B8_J

Equipped box cars

(All Code A. Except A 5 J

Plain gondola cars

(All Codes G & J_ _ 1 , J_ _2, J_ _3. J_ _4)

Equipped gondola cars

(All Code E)

Covered hopper cars

<C__1.C__2.C__3.C__4)

Open top hopper cars - general sen/ice

(All Code H)

Open top hopper cers - special service

(J 0 . and All Code K)

(R_5_.R_6^R_7_,R_e_.R_9_)

Refrigerator cars - non-mechanical

(R_0_.R_1_.R_2J

Flat cars-TOFC/COFC

(All Code P. Q and S. Except Q8_ J

Flat cars-multi-level

(All Code V)

Flat cars - general service

(F10 . F20 . F30J

Flat cars-other

<F_1_. F_2_. F_3_ F_4_, F_5_. F_6_,

F_8_.F40_>

Tank cars - under 22.000 galbns

(T__0.T__1.T__2.T__3.T _4. T 5)

Tank cars - 22.000 gallons and over

(T 6.T 7.T 8.T 9)

All other freight cars

(A 5 .F 7 .AllCodeLandQ8 J

TOTAL (lines 36 to 52)

Caboose (All Code M-930) TOTAL (lines 53.54)

Units In service of respon

dent at beginning of year

Time-

mileage

cars

(b)

504

16.460

19.957

18.606

11.352

14.958

4.190

906

990

131

1.937

4,472

94,463

N/A 94,463

All

Others

(c)

23

23

174 197

Changes During the Year

Units installed

New units

purchesed or

built

(d)

514

514

514

Newer

rsbuilt units

leased

from others

(e)

Rebuilt units

acquired and

rebuilt units rewntten

Into

property

accounts

(f)

•

All other units,

Including

reclassification

and second hand

units purchased

or leased

from others

(0)

631

1

2

10

o

37

4

685

685

Line

No.

36

37

38

39

40

41

42

43

44

45

46

47

48

49

50

51

52

53

54

55


http://R_0_.R_1_.R_2J

Road Initials: NS Rail Year. 2009 81

710. INVENTORY OF EQUIPMENT - Cont inued 1

4 Columnlm)thauldshowaggregBtecapBcityfbratlunilsrsporlsdincolumns(k)and(l), as follows. For frelght'4'aln cars, raport the norninal capacity (In tons

of 2,000 lbs) as provided for In Rule 86 of the AAR Coda of Rules Qoverning Cais in Interchange Convert Ihe capacity of tank cais ID capacity In Ions ofthe

oommodily which the car IS intended lo customarily cairy. 5 Tme^fflilaage cars ralars to freight care, olher than cabooses, owned or hald under laasaarrarigenisnt. whose inleriine rental IS settled on a per diern and line haul mdeage basis under-Code of Car Hire Rules'or wouU be so saMed If used by another raihoad

UNITS OWNED, INCLUDED IN INVESTMENT ACCOUNT, AND LEASED FROM OTHERS |

Line

No.

36

37

38

39

40

41

42

43

44

45

46

47

48

49

50

51

52

53

54

55

Cross

Check

Changes durtng year

(concluded)

Units retired

Irom servk;e

of respondent

whether owrwd

or leased

Including

reclassification

(h)

1

1,857

1.362

674

1.093

835

15

1

43

2

17

19

5.919

3 5.922

Units at close of year

Owned

and

Used

(1)

42

13.614

17.830

13,681

8,421

13,320

4,175

195

433

129

1.861

4

4.457

78.162

171

78.333

Leased from

0)

461

989

765

4,882

2.353

805

720

514

96

19

11.604

11,604

Units installed

Total in service of respondent

(coL(l)&«))

Time-

mileage

cars

W

503

14,603

18,595

18.563

10.774

14.125

4.175

915

947

129

1,957

4,457

89.743

N/A 89.743

All

others

(i)

23

23

171 194

Aggregate capacity

of units reported

lncol.(k)&(l)

(see Ins. 4) (m)

51,832

1,188,552

2,116,632

1,892,026

1,186.372

1.542.710

452.614

73,138

40,385

10,221

191,801

2.269

220.392

8.968.944

N/A

8.968,944

Leased to others

(n)

Line

No.

36

37

38

39

40

41

42

43

44

45

46

47

48

49

50

61

52

53

54

55

1 1 Railroad Annual Report R-1


710. INVENTORY OF EQUIPMENT - Continued

UNITS OWNED, INCLUDED IN INVESTMENT ACCOUNT, AND LEASED FROM OTHERS

Line

No.

56

57

58

59

60

61

62

63

64

65

66

67

68

69

70

Cress

Check

Class of equipment

and

car designatkins

(a)

FLOATING EQUIPMENT

Self-propelled vessels

(tugboate, carfenles, etc.)

Non-self-propelled vessels

(car floate, lighters, etc.) TOTAL (Lines 56 and 57)

HIGHWAY REVENUE EQUIPMENT

Chassis (Z 1 _ Z 67 ,Z 6 8 . Z 6 9 J

Dry van (U 2 ,Z ,Z 6 ,1-6)

Flatbed(U 3 ,Z 3 J

Open bed (U_4 ,Z 4 J

Mechanical refrigerator (U 5 ,Z_5J

Bulk hopper {U_0_,Z_OJ

Insulated (U 7 , Z 7 J

Tank (Z_0_,U_6J (See note)

Other traiter and conteiner

(Special equipped dry van U_9_,

Z8_ ,Z_9J

Tractor

Tnjck

TOTAL (Lines 59 to 69)

Unite In sen/tee of respon

dent at beginning of year

Per

diem

(b)

N/A

N/A N/A

All

Others

(c)

13,533 18,436

50

33

32,052

Changes During the Year

Unite instelled

New unite

purchased

or

built

(d)

211

211

New unite

leased

from ottiers

(e)

Rebuilt unite

acquired and

rebuilt unite

rewritten

Into

property

accounte

(f)

Ail other unite,

including

reclassification

and second hand

unite purchesed

or teased

from others

(9)

Line

No.

56

57

58

59

60

61

62

63

64

65

66

67

68

69

70

NOTES AND REIMARKS

Note: Line 66 (Tank) must have fitting code 'CN' to qualify es a tenk, othenwise it Is a bulk hopper.



710. INVENTORY OF EQUIPMENT - Concluded

UNITS OWNED, INCLUDED IN INVESTMENT ACCOUNT. AND LEASED FROM OTHERS I

Line

No.

56

57 58

59

60

61

62

63

64

65

66

67

68

69

70

Crass

Check

•

Changes durtng year

(concluded)

Units retired

from senrtee

of respondent

whether owned

or leased

Including

rectesslficstion

(h)

411

1.695

2.106

Units at close ol year |

Owned

and

ussd

(i)

14

6,244

50

33

6,341

Leased

from

others

0)

13,108

10,708

23,816

Totel in senlce of

respondent

(col(i)&a))

Per

diem

(k)

N/A

N/A N/A

Ail

Olhers

0)

13,122

16,952

50

33

-

30.157

Aggregate

capacity

of units

col (k) 4(1)

(see ms. 4)

(m)

N/A

N/A N/A

N/A

457.880

562

750

459.192

Leased

to Olhers

(n)

Une

No.

56

57 58

59

60

61

62

63

64

65

66

67

68

69

70

NOTES AND REMARKS 1


710S. UNIT COST OF EQUIPMENT INSTALLED DURING THE YEAR (Dollars in Thousands)

1. Give particulars, as requested, separately, for the various ctesses of new unite and rebuilt unite of equipment instelled by respondent during the year. If infbnnatton regarding the cost of any unite Instelled is not complete at time of filing of this report the unite should be omitted, but reference to the number of unite omitted should be given In a footnote, the deteils as to cost to be given In the report of the following year. The cost of unite under construction at the ctose of the year should not be rsflected in this schedule even though part of the cost appears In the property account fbr the year Indkate In column (e) whether an instellation represente equipment purchased (P), built or rebuilt by contract In outeide railroad shops (C), or built or rebuilt In company or system shops (S) including unite acquired through capltelized leases (L). 2. In column (a) list each class or type of locomotive unit, car or TOFC/COFC equipment on a separate line. By class Is meant the standard dasslfication used to distinguish types of locomotive unite, freight cars or otfier equipment edopted by the Association of American Railroads, and should include physical characteristics requested by Schedute 710. Locomotive unite should be identified as to power source, wheel arrangement and horsepower per unit such as multiple-purpose diesel locomotive A unite (B-B), 2500 HP. Cars should be Idenbfied as to special construction or sennce characteristics, .such as aluminum-covered hopper car (LO), steel boxcars-spedal sen4ce (XAP). For TOFC/COFC, show type of equipment es enumerated in Schedute 710. 3. In column (c) show the total weight In tons of 2,000 pounds. The weight of the equipment acquired should be the weight empty. 4. The cost should be the complete cost ss entered on the ledger. Including fbreign line freight charges and handling charges. 5. Data for tills schedute should be confined to the unite reported In Schedule 710, columns (c) and (e) for tocomotive unite, passenger' rain cars and company sennce care end columns (d) and (f) tor height train care, floafing equipment and highway revenue equipment. Disclose new unite In the upper section of this schedule. Disclose rebuilt unite acquired or rewritten into the respondent's accounte in the lower section. The tenn "new* as used herein shall mean a unit or unite placed In senrlce fbr the first time on any railroad. 6. All unequipped boxcara acquired in whole or part with Incentive per diem funds should be reported on separate lines and be appropriately identified by footnote or sub-lieadlng.

NEW UNITS

Line No.

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

Class of equipment

(a) Steel 5,161 CU FT Covered Hoppers (LO) Mark V Duraplate 53' Roadrailer Dry Vans (Z)

< TOTAL

Number of Units

(b) 514 211

. ..

725

Total Weight (Tons)

(0 16,300 1,728

18,028

Total Cost

(d) 31.148 6.878

38.026

Method of Acquisition

(see instmctions) (e) P P

N/A

Line No.

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

REBUILT UNITS 26 27 28 29 30 31 32 33 34 35 36 37 38 39

RP14BBD4-Axle 1,400 HP RP20CD6-Axle 2,100 HP BP4 4-Axle 1,350 HP Battery Powered Switcher GP40-2 6-Axle 2.000 HP SD40-E 6-Mte 3.000 HP 4-Axle Slugs 6-Axle Slugs

TOTAL GRAND TOTAL

2 1 1 1

18 13 3

39 764

246 198 128 139

3,510 1,807

562

6.590 24.618

3.095 1,741 1,923

868 15,306 6.753

831

30.517 68.543

S S S S S s s

N/A N/A

26 27 28 29 30 31 32 33 34 35 36 37 38 39

Road Initials: NS Rail Year:. 2009 85

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Raiiroad Annuai Report R-1

Road Initial: NS Rail Year: 2009 89 724. RAILS LAID IN ADDITIONAL TRACKS AND IN NEW LINES AND EXTENSIONS |

(Dollare in Thousands)

1. Give particulars of all rails applied during the year in connection with the Gonstnjction of new traclt. In oolumn (a) classify the kind of rail applied as foltows:

(1) New steel rails. Bessemer process (2) New steel rails, open-hearth process (3) New rails, special alloy (describe fully In a footnote) (4) Relay rails

2. Returns in columns (c) and (g) shoukl be reported in WHOLE numbers. Fractionsof less than one-half should be disregarded, and fractions of one-half or more should be counted as one.

3. The retums In columns (d) and (h) shoukl include the cost of toading al the point of purchase ready for shipment, the freight charges paid foreign lines, and Ihe cost of handling rails In general supply and storage yards. The cost of unloading, hauling over canler's own lines, and placing the rails In tracks and of train service in connection with the distribution of ttw rail should not be Included in this schedule.

TRACKS. CROSS-OVERS. ETC.

Line No.

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35

1 36

Class of raH

(a)

1 4

1

TOTAL

Weight of rail Pounds per yanl of rail

(b)

132 132

136

N/A

Number of Ions

(2.0001b)

(c)

67 412

914

1,393

Total cost of rail applied In mnning

tracks, passing tracks cro'ss-overs, etc.,

during year (d)

51 55

797

$903

Average cost

per ton (2,000 Ib)

(e)

759 134

872

RAIL APPLIED IN YARD. STATION. TEAM, INDUSTRY AND OTHER SWITCHING TRACKS

Weight of rail Pounds per yard

of rail

(f)

132 132

136

N/A

Number of tons

(2,000 Ib)

(a)

32 451

163

646

Total cost of rail applied in yard, stabon, team, industry, and other switching tracks during year

(h)

24 60

142

$226 Number of miles of new running tracks, passing Iracks, cross-overs, etc.. In whtoh rails were laid Number of miles of new yard, station, team. Industry, and other switching Iracks in which rails were laid Track-miles of welded rail installed on system this year 8.64 : total to date 22.126

Average cost

per ton (2,000 Ib)

(i)

772 134

873

•

1 5.88 2.76

Line No

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36


90 Road Initials: NS Rail Year: 2009 725. WEIGHT OF RAIL

Give the particulare called for below conceming the road and track operated by the respondent at the close ofthe year. Only the

respondent's proportion of jointly owned mileage should be included. Under 'Y/eight of rail", the various weights of rails should be

given. Road and track occupied under trackage right or other fbrm of license should not be included herein, but all road and track held

under any form of lease (granting exclusive possession to the lessee) should be included.

Line No.

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46

Weight of rails per yard

(pounds)

(a)

90 100 105 110 112 115 119 127 130 131 132 133 136 140 141 152 155

Line-haul companies (miles of

main track) (b)

99.27 822.80 109.03 53.00

692.12 1,077.60

10.11 526.43 535.43

1,035.72 9,495.46

142.98 2,880.01 1,045.77

402.03 76.71 52.53

Switching and terminal companies

(miles of all tracks) (0

Remarks

(d)

Line No.

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17-18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46


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92 Road initials: NSRail Year: 2009 INSTRUCIIONS CONCERNING RETURNS TO BE MADE IN SCHEDULE 755

Unit T ia in , Way Train, and Thiough Train data under Items 2 . 3 , 4 , 6 , and 12 shall be obtained l ion i conductor^ w lwe l reports (freight)

or similar reports Unit train service Is a specialized scheduled shuttle type service In equipment (railroad or privately owned) dedicated

to such service, moving between origin and destination The applicable tarHls and/or contracts generally raqulra that a specific minimum

tonnage or quantity of carioads ba tendered as a unit for shipment on one bill of lading or other shipping document in a solid train for

movement between origin and destinatian. Such tanfls and/or contracts ganerelly contain restricted detention piovlslons and sre

subject to t im»40lu ine requirements which reflect the eppreximsts capacity of the unit trains fbr the stated period. Way trains ara

defined as trains operated primarily to gather and distribute care in road service and move ttiem bebween way stations or way points

Through trams are thoss trains operated between two or more msjor concentration or distribution points. Do not Include unit train

statistics In way or through train ststst lcs. A worii tram Is a trein operated solely or preponderantly fbr the purpose of transporting

company freight, worl i equipment, or company employees. Statistics fbr woitt trains should be reported under Item 1 1 , only. Statistics

relsted to company equipment, company employees, and company freight moving In transportation trains are not to be reported In

Item 1 1 , but ere to be reported In Items 4 -17 ,6 -04 ,7 -02 ,8 -04 , snd 8-05, as Instructed In notes I. K, and L

(A) I toport miles of read operated at d o s e of year, excluding Industrial t red is , yard tracks, and sidings.

(B) A Iraln-mlle Is s movemsnt of s train a distance of one mile. In computing traln-mlles, fractions raprssenting less than one-hsif

mils shsll be disregarded and other fractions shall be considered as one mile. Train Mlles-Running shall be based on Ihe actual distance

run between terminals snd/or stations snd shall be computed fram the official Uma tables or distanoe tables Traln-Miles shall not be

Increased to cover the running of locomotives from shops to terminals, doulj l ing hills, switching, or other worit st way stafaons, or for the

service of helper or pusher locomotives or of extra locomotives on double-head or triple-head trains When the ceirier's trains ara

detoured over fbreign roads, the miles shsll be computed on the basis of ttie miles sctually nm and in accordance witti ttie service

peribrmed Traln-miles shsl l be kept separately fbr trains hsuled by locomoUves snd tt-slns moved by motoreare

(C) A motorcar Is s self-piopalled unit of equipment designed to carry freight or passengere, snd Is not considered e locomoUve.

(D) A locomotive is a sel^propelled unit o f equipment designed solely for moving ottier equipment A locomoUve unlt-mlle is s

movement of a locomotive unit s distance of one mile under its own power, include miles made by all locomotive units. Exclude miles

made by motorcara. Miles of locomotives In helper service shall be computed on tiie besis of actual distance ran In such seivice.

(E) An locomotive unlt-miles in rosd service shsll be besed on ttie sctuai distance run between temilnsis snd/or stations Follow

insbuction (B) regarding fractions and official bme tables fbr compubng locomotive miles.

(F) Trein switching locomotlvs-mlles shsll be computed at the rate of six miles per hour for ttie time ectually engeged In such

ssrvlce. Include miles allowed fbr train locomotives for perfbmiing switching service st termlnsls snd way ststions

(G) Yard switching locomotive-miles shall be computed at ttie rate of six miles per hour fbr the time actajally engaged In yard

switching service, include miles sl lowed fbr yen! locomobves fbr switching ssrvlce in yanls wl iere regular switching sen l ce Is

malntslned and In terminal switching snd transfer service.

(H) A cer-mlle Is a movement of a unit of car equipment a distance of one mile Use car designations shown In Schedule 710 Under

Railroad owned and leased Care, Items 4-01 and 4 - 1 1 , repoit botti foreign cars and respondsnt's own care while on ttie l ine of ttie

respondent rellrasd. in items 4-13 and 4-15, report pnvats-l lne care and shipper-owned care Loaded and empty miles stiould be reported

whether or not the rsl l ioed reimbursed ttie owner on a loaded end/or empty miles basis i toport miles made by flatcare carrying empty

highway trallere that are not moving under rsvenue bill ings as empty fraight cer-miles Do not report miles made by motorcara or

business cara.

(I) Exclude from Hems 4-01 ,4-11 ,4-13 , and 4-15. car-miles of wori i equipment, care carrying company fieight, and non-revenue

private line care moving In transportstion trains, include such cer^miles in i tsms 4-17,4-18, snd 4-1 g . if private line care move In revenue

service, the loaded end empty miles should not be considered no-psymem or non-revenue car-miles.

(J) Report miles sctaislly n jn by passenger^rsln csre In transportation service Passenger-train car-miles Include miles run by cosches

and cara In which passengere ere cenled at regular tariff fares witt iout exba charge fbr spsce occupied, miles run by combination

passenger and baggage, passenger end maU, passenger and express; miles ran by sleeping, psrior, and ottier care fbr which an extra

b r e Is chsrged; miles m n by dining, cafe, and ottier care devoted exclusively to ttie sereing of meals and ottier refreshments snd by

dub , lounge, snd observation care, and miles ran by ottier passenger-trsin csre where sen/ices sre combined, such ss bsggage, express,

snd mall

(K) From conductn 's or dispatcher's train reports or ottier appropriate sources, compute weight in tons (2,0(X) pounds), i tsm 6-01

Indudes weight of an locomotive units moved one mile In transportation b-slns Ton-miles of molorcsra should be exduded Items 6-02

and 6-03 represent tons behind iacomoUve units (cara and contents, cabooses) moved one mile In ttansportabon trains (excluding non-

revenue gross ton-miles). Nonrevenue grass ton-miles in transportabon trains Indude work equipment and cara carrying company

freight snd ttieir contents. Use 150 pounds as ttie average weight per passenger and four tons ss ttie sve iage weight of contents of each

head-end car

(L) Fram oonductoi's train reports or ottier sppropriate sources, compute ton-miles of f re ight Ton-miles rspresent the number of tons

of revenue and nonrevenue freight moved one mne In a trensportation trein. Indude net ton-miles In motorcar tralna. Exdude i.&l

shipment of freight hendled In mixed bsggage express cara. Total ton-miles of revenue freight should correspond to Uie ton-miles

reported on Form CBS


Road Initials: NS Rail Year: 2009 93 INSTRUCTIONS CONCERNING RETURNS TO BE MADE IN SCHEDULE 765 - (Concluded)

(M) Roed sen/lea represents elapss tame of transportabon tral ns (both ordinsry snd light) behveen tha Urns of leaving ttie Inibal tarmlnals and the time at final lennlnals, including trsins switching at way stations snd dslays on road as shown by conductor's or dispatcher's train reports. Indude time of motorcar service peribrmed by tram locomobves at terminals and way stations. Iteportin item 9-02, train switching houra induded In hem 9-01. Train swildiing is ttis time spent by the tram while performing switching service at terminals and way stations where no raguiai yard service Is mslnlataiad A taam hour is Independent of ttie number of locomottves in ttis trsln.

(N) Yard switching houre are houre anpsndsd in switching senrlce perfoimed by ysid crsws in yards where rsguler switching ssniics Is

malntslned, including switching and transfer service In connectaon wUh ttie trsnsportstion of revenue and Inddsntally of company

fieight Houra In yard switching are independent of ttie number of loconnoUves used.

(O) Worti-tram miles indude the miles mn by trains sngsged In company service such as offidal Inspection; inspection Irens for

railway commlssionere fbr which no rsvenue is received, Iralns mnning spedal with fire epperatua to savs ceirier's property from

deslmebon: fralns run fbr transport ng the camel's emplayees to snd from worii when no transportation cherge is mads; wrecki ng brsins

nm solely lor ttie puipose of trsnsportmg company material, trams mn fbr distributing material and supplies for use m connection with

operstions. and all other trains used In wori('4raln seniices Exclude miles run by locomottves wliile engsged Incidentally in switching

company malarials In compsny shops or material yards m connection with regular yard swildiing ssrvlce or In switching equipment tor

rapaire bebveen yards snd shops.

(P) The number of loaded freight csre shall be obtained from the condudore' whed report and shall be the sum of sil loaded cara handlsd by esch trsln. For exampla, if a cer moves loaded (1) in e way train from tiie origlnabon pdnts, (2) In bM through trains, and (3) in a way-train to the desbnailon point, the total count of toaded care would be four two counts for the movements In the way Irelns snd fam counts for the movements In ttirough irsina. Thereibre. eech car originated or received from a connecting camer receives an initial count plus ons count fbr each subsequent physical trsnsfsr between trsins on respondenrs lines. No additional count Is given becauae of craw change or changes In track identificallon number unices there Is a physical tranaler of the ear bebween trains Each car moving under revenue biling shall bs considered ss a loaded ear.

(Q) Report vehicles (TOFC Irsllere/canlainere, automobiles and tnidts) loaded and unloaded to end from TOFC and muWpie level

freight care when the worii is performed at die railroad's expense

(R) Report ttie number of loaded revenue treiler»loonlslnera picked up, plus revenue iratarercontainera delivered m TOFC/COFC and

in highway Interchange ssnncs, when the worit Is peiformed at ttie raHroad's e^iense (Performed at railroad's expense meana Uiat

railroad employess psrfbrm ttie service or that the railroad hiras a subsldisry or outside contrsctor to peitoim ttie service.) Do not Include

ttnee trelleis/oontainere which ara picked up or delivered by a shI ppar or molor canier, elc. when a tariff provision rsqulres that the

shipper or motor carrier, etc., and not ihe railroad, peribrm ttiat aervlce Note: The count should reflect ttie trsHeis/conlainere for which

expenses are reporied In Schedule 417, line 2, column (b)

(S) Report under Marine Terminals, Itsm 16, ttis tons losded onto and unloaded fram manne vessels at tha expenae of ttie reporting

(T) Report die total number of fbreign railroad care on line at die end of the year (except suiplus cere, see below). Foreign railroad

care lefen to freight cara owned by other railroads whoss imerime rentsi Is settied on time (Ity hour) and actajai lln»haul mileage

charges under ttie Code of Car Hire Rules

Csrrtera will be governed by tticat conditions in determining whether a car at an Interdiange point should be considerBd "on-line."

Unsenncesble cars Include care on repair Iracks undergoing or awaitang repaire They Indude care cn repair backs repaired and

awaitang switching, cars on repair tradis undergoing or awaiting repeire switching, cara awaiting movement to repair tracks held in tram

yards (sxduding cara which areto be repaired in the frain ysfd wittiout loss of tame), care moving empty in trains en route to shop, and

care stored ewalttng disposition.

Surplus cere are cars which are in serviceable condition for loading on ttia last day of the year, but have not been pieced for

loading wlttiin 48 houre This count can be an annual average based on weekly count of care ttiat hsve not been pieced fric (ceding

wMiln 48 houra

(U) FIst-TOFC/COFC Cer mllea leortad HI Hnes 2S (4-020), 41 (4-120). 57 (4-140), end 75 (4-180) wiU be computed using csre rattier ttian

constructed conteiner plattbrms. For exsmple, sn articulsted eei consisting of five plelfoms moved one mte will be counted as one cer-mlls.

not Rve cer-miles.

(V) The Intermodal Load Factor reported on Line 134 wilt be calculated for ttie average number of Intermodal (TOFC/COFC) units losded on the overage Intermodal car. Units ara to be celculated In the seme manner as Line 123, (13 TOFC/COFC-No of Rsvenue Trailera t Contslnsra Losded snd Unloeded (Q)) intennodal care win ba calculated m accordance witti insbuction U for reporting Flat-TOFC/COFC Car-mles. Both Inilsmiodal (TOFC/COFC) unlta and Intermodel cara are to be celculated using actaial units and not consbucted Intermodal (TOFC/COFC) units or cara.



755. RAILROAD OPERATING STATISTICS

Line No.

1

2 3 4 5 6 7

8 9

10 11 12 13 14

15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

Cross Check

Item description (a)

1- MILES OF ROAD OPERATED (A) 2. TRAIN IVIILES - RUNNING (B)

2-01 UNIT TRAINS 2-02 WAY TRAINS 2-03 THROUGH TRAINS 2-04 TOTAL TRAIN MILES (lines 2-4) 2-05 MOTORCARS (C) 2-06 TOTAL, ALL TRAINS (lines 5,6)

3. LOCOMOTIVE UNIT MILES (D) ROAD SERVICE (E)

3-01 UNIT TRAINS 3-02 WAY TRAINS 3-03 THROUGH TRAINS 3-04 TOTAL (lines 8-10) 3-11 TRAIN SWITCHING (F) 3-21 YARD SWITCHING (G) 3-31 TOTAL ALL SERVICES (lines 11.12.13)

4. FREIGHT CAR-MILES (thousands) (H) 4-01 RR OWNED AND LEASED-LOADED 4-010 BOX-PLAIN 40-FOOT 4-011 BOX-PLAIN 50-FOOT AND LONGER 4-012 BOX-EQUIPPED 4-013 GONDOLA-PLAIN 4-014 GONDOLA-EQUIPPED 4-015 HOPPER-COVERED 4-016 HOPPER-O/T-GENERAL SERVICE 4-017 HOPPER-OH'-SPECIAL SERVICE 4-018 REFRIGERATOR-MECHANICAL 4-019 REFRIGERATOR-NON-MECHANICAL 4-020 FLAT-TOFC/COFC 4-021 FLAT-MULTI-LEVEL 4-022 FLAT-GENERAL SERVICE 4-023 FLAT-ALL OTHER 4-024 ALL OTH ER CAR TYPES 4-025 TOTAL (lines 15-29)

Freight train (b)

20.623 XXXXXXXX

10.659.243 11,549.676 45.251.301 67.460.220

0 67.460.220

XXXXXXXX XXXXXXXX

26.597.517 19.953,369

107.285,599 153.836,485

6.997.765 9.952.824

170.787,074 XXXXXXXX XXXXXXXX

0 6.458

126.489 177.879 80.263

102,061 69,120 29,193

3,430 5,665

131.263 16.936

363 22.234

217.150 988.504

Pass, train ( 0

XXXXXX XXXXXX XXXXXX

XXXXXX XXXXXX XXXXXX XXXXXX

XXXXXX

XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX

Une No.

1

2 3 4 5 6 7

8 9

10 11 12 13 14

15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30




Line No.

31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46

47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64

Cross Check


4-11 RR OWNED AND LEASED EMPTY 4-110 BOX-PLAIN 40-FOOT 4-111 BOX-PLAIN 50-FOOT AND LONGER 4-112 BOX-EQUIPPED 4-113 GONDOLArPLAIN 4-114 GONDOLA-EQUIPPED 4-115 HOPPER-COVERED 4-116 HOPPER-On"-GENERAL SERVICE 4-117 HOPPER-O/T-SPECIAL SERVICE 4-118 REFRIGERATOR-MECHANICAL 4-119 REFRIGERATOR-NON-MECHANICAL 4-120 FLAT-TOFC/COFC 4-121 FLAT-MULTI-LEVEL 4-122 FLAT-GENERAL SERVICE 4-123 FLAT-ALL OTHER 4-124 ALL OTHER CAR TYPES 4-125 TOTAL (lines 31 -45) 4-13 PRIVATE LINE CARS - LOADED (H) 4-130 BOX-PLAIN 40-FOOT 4-131 BOX-PLAIN 50-FOOT AND LONGER 4-132 BOX-EQUIPPED 4-133 GONDOLA-PLAIN 4-134 GONDOLA-EQUIPPED 4-135 HOPPER-COVERED 4-136 HOPPER-O/T-GENERAL SERVICE 4-137 HOPPER-O/T-SPECIAL SERVICE 4-138 REFRIGERATOR-MECHANICAL 4-139 REFRIGERATOR-NON-MECHANICAL 4-140 FLAT-TOFC/COFC 4-141 FLAT-MULTI-LEVEL 4-142 FLAT-GENERAL SERVICE 4-143 FLAT-ALL OTHER 4-144 TANK UNDER 22.000 GALLONS 4-145 TANK - 22,000 GALLONS AND OVER 4-146 ALL OTHER CAR TYPES 4-147 TOTAL (lines 47-63)

Freight train (b)

XXXXXXXX 0

7.002 134,060 159.686 100,437 109,897 71,636 31,024 3,242 4,822

17,834 9,793

646 24.969

881 675.729

XXXXXXXX 0

4.660 11.940 45.614

8.816 247.277

20,985 140,326

2.392 734

292.402 120.828

42 18.206 93.381

140.579 1.069

1.149.251

Pass, train ( 0

XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX

Line | No.

31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46

47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64

1




Line No.

65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84

85 86 87 88 89

Cross Check


4-15 PRIVATE LINE CARS-EMPTY (H) 4-150 BOX-PLAIN 40-FOOT 4-151 BOX-PLAIN 50-FOOT AND LONGER 4-152 BOX-EQUIPPED 4-153 GONDOLA-PLAIN 4-154 GONDOLA-EQUIPPED 4-155 HOPPER-COVERED 4-156 HOPPER-O/T-GENERAL SERVICE 4-157 HOPPER-O/T-SPECIAL SERVICE 4-158 REFRIGERATOR-MECHANICAL 4-159 REFRIGERATOR-NON-MECHANICAL 4-160 FLAT-TOFC/COFC 4-161 FLAT-MULTI-LEVEL 4-162 FLAT-GENERAL SERVICE 4-163 FLAT-ALL OTHER 4-164 TANK UNDER 22.000 GALLONS 4-165 TANK-22.000 GALLONS AND OVER 4-166 ALL OTHER CAR TYPES 4-167 TOTAL (lines 65-81) 4-17 WORK EQUIPMENT CAR-MILES 4-18 NO PAYMENT CAR-MILES (1) * 4-19 TOTAL CAR-MILES BY TRAIN TYPE 4-191 UNIT TRAINS 4-192 WAY TRAINS 4-193 THROUGH TRAINS 4-194 TOTAL (lines 85-87) 4-20 CABOOSE MILES

Freight bain (b)

XXXXXXXX 0

6.377 9,288

48,192 9.818

257.549 22.040

141.532 2.372

701 35.018 63.498

64 22.166

101.405 150.607

1.299 871.926 28.325

0 XXXXXXXX

985.386 276.535

2.451.814 3.713.735

199

Pass, train (0

XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX

Une No.

65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84

85 86 87 88 89

* Total number of loaded miles 216.501 and empty miles 240 by roadrailer reported above on lines 29 and 45 respectively, rather than line 84.

Note: Line 88, total car miles, Is equal to the sum of lines 30,46,64,82.83 and 84. Accordingly, the car miles reported on lines 83 and 84 are to be allocated to lines 85,86 and 87, and Included in the total shown on line 88.



755. RAILROAO OPERATING STATISTICS

Une No.

98

99 100 101 102 103 104

105 106 107

108 109 110 111 112 113 114

115 116 117

118 119

120 121 122 123 124 125

126 127 128 129

130 131 132 133 134

Cross Check


6. GROSS TON MILES (Thousands) (K) 6-01 ROAD LOCOMOTIVES 6-02 FREIGHT TRAINS, CRS., CNTS. & CABOOSE 6-020 UNIT TRAINS 6-021 WAY TRAINS 6-022 THROUGH TRAINS 6-03 PASSENGER-TRAINS. CRS. & CNTS. 6-04 NON-REVENUE 6-05 TOTAL (lines 98-103)

7. TONS OF FREIGHT (Thousands) 7-01 REVENUE 7-02 NON-REVENUE 7-03 TOTAL (lines 105.106)

8. TON-MILES OF FREIGHT (Thousands) (L) 8-01 REVENUE-ROAD SERVICE 8-02 REVENUE-LAKE TRANSFER SERVICE 8-03 TOTAL (lines 108.109) 8-04 NON-REVENUE-ROAD SERVICE 8-05 NON-REVENUE-LAKE TRANSFER SERV. 8-06 TOTALdines 111.112) 8-07 TOTAL-REV AND NON-REV (lines 110,113)

9. TRAIN HOURS (M) 9-01 ROAD SERVICE 9-02 TRAIN SWITCHING

10: TOTAL YARD SWITCHING HOURS (N)" 11. TRAIN-MILES WORK TRAINS (0)

11-01 LOCOMOTIVES 11-02 MOTORCARS

12. NUMBER OF LOADED FREIGHT CARS (P) 12-01 UNIT TFiAINS 12-02 WAY TRAINS 12-03 THROUGH TRAINS

13. TOFC/COFC-NO. OF REV. TRLS. & COrfT. LOADED & UNLOADED (Q) 14. MULTI-LEVEL CARS-NO. OF MTR. VEH. LOADED AND UNLOADED (Q; 15. TOFCCOFC-NO. OF REV TRLS. PICKED UP AND DELIVERED (R) 16. REVENUE TONS-MARINE TERMINAL (S)

16-01 MARINE TERMINALS - COAL 16-02 MARINE TERMINALS-ORE 16-03 MARINE TERMINALS-OTHER 16-04 TOTAL (lines 126-128)

17. NUMBER OF FOREIGN PER DIEM CARS ON LINE CT) 17-01 SERVICEABLE 17-02 UNSERVICEABLE 17-03 SURPLUS 17-04 TOTAL (lines 130-132) TOFC/COFC - Average No. of Units Loaded Per Car

Freight train (b)

XXXXXXXX 28.888,823

XXXXXXXX 82.003,162 21,536,382

194.494.213

1.816,422 328.740,002 XXXXXXXX

351,524 977

352,501 XXXXXXXX 158.520.358

0 158,520.358

279.373 0

279.373 158.799.731 XXXXXXXX

3.467,167 678,748

• 2,032,194 XXXXXXXX

970,461 0

XXXXXXXX 2.012,360 4,378,890 5,096,250 4.178,142

558,009 162,265

XXXXXXXX 20.990.472

0 0

20.990.472 XXXXXXXX

26.114 611

0 26.725

1 4.19

Pass, train (c)

XXXXXX

XXXXXX XXXXXX XXXXXX XXXXXX

XXXXXX

XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX XXXXXX

1 XXXXXX

Une No.

98

99 100 101 102 103 104

105 106 107

108 109 110 111 112 113 114

115 116 117

118 119

120 121 122 123 124 125

126 127 128 129

130 131 132 133 134


98 _ ^ _ _ _ _ _ ^ _ ^ Road Initials: NS Rail Year: 2009

VERIFICATION

The foregoing report shall be verified by tlie oath of the officer having control of the accounting of the respondent This repoit shall also be verified by the oath of the president or other chief officer of ths respondent, unless the respondent states that such officer has no control over the respondent's accounting a id reporting.

OATH (To be made by the officer having control of the accounting of the respondent)

Commonwealth of Virginia City of Norfolk

Clyde H. Allison. Jr. makes oath and says that he is Vice President and Controller of Norfolk Southem Combined RaHroad Subsidiaries (see page 4 of STB Annual Report R-1); that it is his duty to have supennsion over the books of accounis of the respondent and to control the manner in whtoh such books are kept; that he knows that such books have been kept In good faith during the period covered by this report; that he knows that the entries contained In this report relating to accounting matters have been prepared In accordance with the provisions of the Uniform System of Accounts for Railroads and other accounting and reporting directives of the Surges Transportation Board; that he believes that all other statements of fact contained In this report are tme, and that this report Is a correct and complete statement, accurately taken from Ihe txioks and records, of the business and affairs of the above-named respondent during the period oftime from and Including January 1.2009. to and including December 31.2009.

C / / ^jjZ^t/VITL.—-^ (Signature of affiant)

Subscribed and swom to before me a Notary PubHc in and fbr the State and City above named, this 29*" day of March. 2010. My commission expires March 31.2011.

A a t t i r i h i A ^ k r f h i * REBECCA P. nUSAN

Notary Ptjblie NOiaTV ruuNB m / 9 y commonwaaim ol viiowa \ / \ / / 7 ?f_ )

21_Q»W__ I /jLLeA^^Lj//, ^CTaJ (ay9U M|f C«nm. Ewlni Mach 31. n i l _ V (Signature of officer authorized lo minister oaths)

SUPPLEMENTAL OATH (By the president or other chief ofTtoer of the respondent)

Commonwealth of Virginia City of Norfolk

Charies W. Moorman makes oath that says that he is President and Chief Executive OfBcer of Norfolk Southem Combined Railroad Subsidiaries (see page 4 of STB Annual Report R-1); that he has carefully examined the foregoing repoit; that he believes that all statements of fact contained In the said report are true, and that the said report is a correct and complete statement of the budness and afbire ofthe above-named respondent and the operations of its property during the period oftime from and Including January 1.2009. to and including December 31.2009.

Otj^^. J./^ •M UJ. r lOCXA.4^ (Signature of affiant)

Subscribed and swom to beibre me a Notary Public in and for the State and City above named, this gg^ day of March. 2010. My commission expires Maroh 31.2011.

^ REBECCA R MSAN

NolwyPutiae \ JP , ^7 • 1 Commonweollh^of Vliglrfa | /%lutaea-^ Z^- ^ ^^aJhcO'^

My Comm. Ei^'res March 31.2011 ~ I (SigfiaUire of officer aphorized to admirtlSter oaths) m ^ m ^ i ^ • • — — — ^ p ^ p


Road Initials : NSRail Year: 2009 99

MEMORANDA (FOR USE OF BOARD ONLY)

CORRESPONDENCE

Office Addressed

Name Title

Dateof Letter, Fax or Telegram of

Month Day Year

Subject

Page

Answer Needed

Answer | Dateof

Letter. Fax, or Telegram

Month Day Year

Fie Number of

Lener, Fax. or Telegram |

CORRECTIONS

DaleConectlon

Month Day Year Page

Dateof Letter, Fax or Telegram of

Month Day Year

Authority Officer sending letter, f ix or

telegram Name Title

Boam File

Number

Clerk Making

- Conedion Name

EXPLANATORY REMARKS


100 INDEX

Accumulated depreciation

Road and equipment leased

From others

Improvements to

Toothers

Owned and used

Aocnials-railway tax

Analysis of taxes

Application of funds - source

Balance sheet

Capital stock

Car, kxximotive, and ftoating equipment - dassHication

Changes In financial position

Company service equipment

Consumptton of fiiei by motive power units

Contingent assets and liabOities

Crossties (see Ties)

Debt hoklings

Deprscialion base and rates

Road and equipment leased

From others

Improvements to

Toothers

Owned and used

Electric looomotive equipment at ctose of year

Equipment - classified

Company seraice

Fknting

Freight-train cars

Highway revenue equipment

Passenger-train cars

Inventory

Owned-Not in sen/ice of respondent

Equipment leased, depreciation base and rate

From others

Improvements to

Reserve

Toothers

Reserve

Equipment owned, depreciation base rates

Reseroe

Expenses - railway operating

Extraordinary items

Federal Income taxes

Financial position - changes In

Ftoating equipment

Freight care toariiHi

Freight-train cara

Freight car-miles

Fuel consumed - dtosel

Cost

Funded debt (see Debt holdings)

Guaranties and suretyships

Identity of lespondent

Items In selected income and retained eamings accounts

Investments In common stock of affiliated companies

Investments and advances of afliliated companies

Railway propeity used in transportation service

Road and equipment

Changes during year

Leased property - Improvements made during Ihe year

Leases

Locomotive equipment

Etodnc and other

Consumption of diesel fuel

Locomotive unit miles

Road initials: NSRail

Page No

38 38 41 35 63 63 21 54 20

78-83

21-22

79 67 91 8

69

34 32-33

40 34 68

78-83

79 82-83

80-81

82-83

78-79

78-83

78

34 37 38 40 41 34 35

45-53

17 63

21-22

62-83

94 80-81

94 91 91

66 2 65 30

26-29

42-43

32-33

32-33

32-33

61 78 78 78 91

Year: 2009


Road Initials: NS Rail Year: 2009 INDEX (Cont inued)

Mileage - Average of road operaled

Of new Iracks in which rails wera lakl

Of new tracks in which ties were laid

Miscellaneous Items in retained Income accounts for the year

Motorcar car miles

Motor ran cara owned or leased

Net Income

Oath

Operaling expanses (see Expenses)

Revenues(see Revenues)

StBtiBtk;s(sseStallstks)

Ondinaiy income

Pnvate line cars toaded

Private line cars empty

Rails

Laid In replacement


Additional tracks, new Unes, and extensions

Miles of new track in which rails were lakl

Webh l of

Railway - Operating expenses

Railway - Operating revenues

Results of operattons

Retained Income unappropriated

Miscellaneous Items In accounis for year

Revenues

Freight

Passenger

Road and Equipment - Investment In

Improvements lo toasad property

Reserve

Leased to othera - Depreciatton base and rates

Reserve

Owned - Dspraclated base and rates

Resen«

Used - Depreciated base and rates

Reserve

Road - Mileage operated at close of year

By states and teirHones

Secunttos (see Investments)

Shoit-terrn borrowings anangements - compensating balances and

Sinking funds

Souroes and application of working capital

Specialized sarvtoe subschnduto

Statement of changes in financial posilton

Stock outstanding

Changes during year

Number of seeunty hotoera

Total voting power

Vthie per share

Voting rights

Supporting schedule - improvements to equipment tossed Iiom ottiera

Supporting schedule - road

Suretyships - Guaranties and

Ttos laid in replacement

Ties - AddHional tracks, new lines, and exienatons

Tracks operated at ctose of year

Mites of. at Ctose of year

Track and traffic condittons

Tram houra, yarel switching

Train miles

Tons of freight

Ton-mitosoftieight

TOFC/COFC number of revenue trailera and containera - toaded & untoaded

Voting powera and etoctlons

Weight of rail

Page No.

85 88 87 65 B4 79 17 98

16 95 95

88 45 89 88 89

4&«3

16 16-17

19 11

16 16

32-33

32-33

38 40 41 34 35 34 35 74 75

67 7

21-22

60 21-22

20 20 3

3-4 3 3

57A-57B

56-57

66 86 87 74 75 85 97 94 97 97 97 3

90

101


Class I Railroad Annual Report€¦ · Totals for amnunts rqiorted ra subsidiary accounts bduded in...

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